Bruker 2026 meeting results and 8-K amendment

Bruker Corporation filed an amended current report to add missing Inline XBRL tags on the cover page for its 6.375% Mandatory Convertible Preferred Stock, Series A. The amendment does not change any prior disclosures.

Accepted by SEC EDGAR 05/29/2026 - 04:10 PM EDT Learn about SEC filing dates

Rhea-AI Filing Summary

Bruker Corporation filed an amended current report to add missing Inline XBRL tags on the cover page for its 6.375% Mandatory Convertible Preferred Stock, Series A. The amendment does not change any prior disclosures.

At the 2026 Annual Meeting held on May 21, 2026, stockholders elected three Class II directors to terms ending at the 2029 Annual Meeting. Laura A. Francis received 136,149,316 votes for and 4,841,094 withheld, John J. Phillips received 139,036,356 for and 1,954,054 withheld, and Hermann F. Requardt received 129,777,851 for and 11,212,559 withheld.

Stockholders approved, on an advisory basis, 2025 compensation for named executive officers with 127,190,553 votes for, 5,748,270 against and 60,390 abstentions. They also ratified PricewaterhouseCoopers LLP as independent auditor for fiscal 2026 by 138,544,738 votes for, 618,216 against and 29,744 abstentions.

8-K Event Classification

Item 5.07 — Submission of Matters to a Vote of Security Holders

1 item

Item 5.07 Submission of Matters to a Vote of Security Holders Governance

Results of a shareholder vote on proposals at an annual or special meeting.

Key Figures

Votes for Laura A. Francis: 136,149,316 votes Votes for John J. Phillips: 139,036,356 votes Votes for Hermann F. Requardt: 129,777,851 votes +4 more

7 metrics

Votes for Laura A. Francis 136,149,316 votes Election as Class II director at 2026 Annual Meeting

Votes for John J. Phillips 139,036,356 votes Election as Class II director at 2026 Annual Meeting

Votes for Hermann F. Requardt 129,777,851 votes Election as Class II director at 2026 Annual Meeting

Say-on-pay votes for 127,190,553 votes Advisory approval of 2025 executive compensation

Say-on-pay votes against 5,748,270 votes Advisory approval of 2025 executive compensation

Auditor ratification votes for 138,544,738 votes Ratification of PricewaterhouseCoopers LLP for fiscal 2026

Auditor ratification votes against 618,216 votes Ratification of PricewaterhouseCoopers LLP for fiscal 2026

Key Terms

Inline XBRL, Mandatory Convertible Preferred Stock, advisory basis, independent registered public accounting firm, +1 more

5 terms

Inline XBRL technical

"to include Inline XBRL data tagging which was inadvertently omitted"

Inline XBRL is a file format for financial filings that embeds machine-readable data tags directly inside the human-readable report, so the same document can be read by people and parsed by software. For investors it makes extracting, comparing and verifying financial numbers faster and more reliable—like a grocery list where each item also has a barcode—reducing manual errors and speeding up analysis.

Mandatory Convertible Preferred Stock financial

"6.375% Mandatory Convertible Preferred Stock, Series A, $0.01 par value per share"

A mandatory convertible preferred stock is a type of investment that pays regular income like a preferred share but is designed to automatically turn into a set number of common shares at a future date, much like a timed coupon that becomes company ownership. It matters to investors because it combines a near-term income stream with a guaranteed future increase in the company’s share count, which can dilute existing owners and change earnings-per-share and voting balance.

advisory basis regulatory

"The proposal to approve, on an advisory basis, the 2025 compensation"

independent registered public accounting firm regulatory

"the Company’s independent registered public accounting firm for fiscal year 2026"

An independent registered public accounting firm is an outside accounting company officially registered with the government regulator to examine and report on a public company's financial records and controls. Investors treat its reports like an impartial inspector’s certificate — they add credibility to financial statements, help spot errors or misleading claims, and reduce the risk that shareholders are relying on unchecked or biased numbers.

broker non-votes financial

"For, Against, Abstain, Broker Non-Votes"

Broker non-votes occur when a brokerage firm is unable to vote on a shareholder’s behalf during a company election or decision because the shareholder has not given specific voting instructions, and the broker is not allowed or chooses not to vote on certain matters. They are important because they can affect the outcome of votes, especially when the results are close, by effectively reducing the total number of votes cast.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What is the purpose of Bruker (BRKR) filing this 8-K/A amendment?

The amendment’s sole purpose is to add missing Inline XBRL data tags on the cover page for Bruker’s 6.375% Mandatory Convertible Preferred Stock, Series A. It does not modify or update any of the substantive disclosures in the original report.

Which directors were elected at Bruker’s 2026 Annual Meeting and for how long?

Stockholders elected Laura A. Francis, John J. (Jack) Phillips and Hermann F. Requardt, Ph.D. as Class II directors. Each will serve a three-year term until the 2029 Annual Meeting of Stockholders and until a respective successor is duly elected and qualified.

How did Bruker (BRKR) shareholders vote on executive compensation for 2025?

Shareholders approved, on an advisory basis, 2025 compensation for named executive officers. The advisory say-on-pay resolution received 127,190,553 votes for, 5,748,270 against, 60,390 abstentions and 6,193,485 broker non-votes at the 2026 Annual Meeting.

Which audit firm did Bruker stockholders ratify for fiscal year 2026?

Stockholders ratified PricewaterhouseCoopers LLP as Bruker’s independent registered public accounting firm for fiscal year 2026. The ratification vote totaled 138,544,738 shares for, 618,216 against and 29,744 abstentions, indicating strong support for continuing with the same auditor.

Were there any changes to Bruker’s disclosures beyond XBRL tagging in this 8-K/A?

No. The amendment explicitly states its sole purpose is to include omitted Inline XBRL data tagging for the preferred stock on the cover page. It does not modify, update or expand any of the substantive disclosures made in the original report.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K/A

(Amendment No. 1)

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): May 21, 2026

BRUKER CORPORATION

(Exact name of registrant as specified in its charter)

Delaware		000-30833		04-3110160
(State or other jurisdiction of		(Commission		(I.R.S. Employer
incorporation)		File number)		Identification No.)

40 Manning Road

Billerica, MA 01821

(Address of principal executive offices) (Zip Code)

(978) 663-3660

(Registrant’s telephone number, including area code)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligations of the registrant under any of the following provisions:

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of Each Class		Trading Symbol(s)		Name of Each Exchange on Which Registered
Common Stock, $0.01 par value per share		BRKR		The Nasdaq Global Select Market
6.375% Mandatory Convertible Preferred Stock, Series A, $0.01 par value per share		BRKRP		The Nasdaq Global Select Market

Indicate by check mark whether the registrant is an emerging growth company as defined in as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ¨

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

Explanatory Note

The sole purpose of this amendment on Form 8-K/A to the Registrant’s Current Report on Form 8-K filed on May 21, 2026 (the “Original Report”) is to include Inline XBRL data tagging which was inadvertently omitted on the cover page of the Original Report for the 6.375% Mandatory Convertible Preferred Stock, Series A, $0.01 par value per share. This filing does not otherwise modify or update in any way disclosures made in the Original Report.

Section 5 - Corporate Governance and Management

Item 5.07. Submission of Matters to a Vote of Security Holders.

On May 21, 2026, Bruker Corporation (the “Company”) held its 2026 Annual Meeting of Stockholders (the “2026 Annual Meeting”). At the 2026 Annual Meeting, the Company’s stockholders voted upon the following three proposals, each of which is described in greater detail in the Company’s definitive proxy statement on Schedule 14A filed with the U.S. Securities and Exchange Commission on April 10, 2026. The final vote results for each proposal were as follows:

Proposal No. 1 – Election of Directors

The following director nominees were elected to serve as Class II members of the Company’s board of directors, each to serve for a three-year term until the Company’s 2029 Annual Meeting of Stockholders and until his or her respective successor is duly elected and qualified based on the following votes:

Nominees for Class II director:		For		Withheld		Broker Non-Votes
Laura A. Francis		136,149,316		4,841,094		6,193,485
John J. (Jack) Phillips		139,036,356		1,954,054		6,193,485
Hermann F. Requardt, Ph.D.		129,777,851		11,212,559		6,193,485

Proposal No. 2 – Advisory Vote on the 2025 Compensation of Named Executive Officers

The proposal to approve, on an advisory basis, the 2025 compensation of the named executive officers as disclosed in the Company’s proxy statement for the 2026 Annual Meeting was approved based on the following votes:

For		Against		Abstain		Broker Non-Votes
127,190,553		5,748,270		60,390		6,193,485

Proposal No. 3 – Ratification of the Appointment of Independent Registered Public Accounting Firm

The proposal to ratify the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for fiscal year 2026 was approved based on the following votes:

For		Against		Abstain
138,544,738		618,216		29,744

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	BRUKER CORPORATION (Registrant)
Date: May 29, 2026	By:	/s/ THOMAS M. BURES
		Thomas M. Bures
		Chief Accounting Officer

Filing Exhibits & Attachments

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