Colgate-Palmolive (CL) holders reject DEI, chair proposals but approve pay

Rhea-AI Filing Summary

Colgate-Palmolive Company held its Annual Meeting of Stockholders on May 8, 2026. Stockholders elected ten directors, including Noel Wallace and nine other nominees, each receiving several hundred million votes in favor, with broker non-votes recorded on the election items.

Stockholders ratified PricewaterhouseCoopers LLP as independent registered public accounting firm for the year ending December 31, 2026, with 647,385,500 votes for and 53,015,911 against. A non-binding advisory vote on executive compensation was approved, with 591,185,556 votes for and 43,039,011 against.

Two stockholder proposals were not approved. A proposal titled “Remove DEI from Board Candidate Considerations” received 14,002,273 votes for and 618,251,142 against. A proposal titled “Independent Board Chairman” received 182,439,869 votes for and 452,415,385 against.

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

Annual meeting date: May 8, 2026 Auditor ratification votes for: 647,385,500 votes Auditor ratification votes against: 53,015,911 votes +5 more

8 metrics

Annual meeting date May 8, 2026 Date of Colgate-Palmolive Annual Meeting of Stockholders

Auditor ratification votes for 647,385,500 votes Ratification of PricewaterhouseCoopers LLP for year ending December 31, 2026

Auditor ratification votes against 53,015,911 votes Ratification of PricewaterhouseCoopers LLP

Say-on-pay votes for 591,185,556 votes Non-binding advisory vote on executive compensation

Say-on-pay votes against 43,039,011 votes Non-binding advisory vote on executive compensation

DEI proposal votes for 14,002,273 votes Proposal titled “Remove DEI from Board Candidate Considerations”

DEI proposal votes against 618,251,142 votes Proposal titled “Remove DEI from Board Candidate Considerations”

Independent chair proposal votes for 182,439,869 votes Proposal titled “Independent Board Chairman”

Key Terms

non-binding advisory vote, independent registered public accounting firm, broker non-votes, stockholder proposal, +1 more

5 terms

non-binding advisory vote financial

"A non-binding advisory vote on the Company’s executive compensation was approved."

A non-binding advisory vote is a shareholder vote that expresses investors’ opinion on a proposal (such as executive pay, corporate policy, or governance practices) but does not legally force the company to act. Think of it like a customer survey: it signals whether owners approve or disapprove and can pressure boards and managers to change course, so investors watch the result as an indicator of governance risk and potential future shifts in company strategy or leadership.

independent registered public accounting firm financial

"The selection of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2026 was ratified."

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

"Votes For | Votes Against | Abstentions | 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.

stockholder proposal financial

"A stockholder proposal entitled “Remove DEI from Board Candidate Considerations” was not approved."

Annual Meeting of Stockholders financial

"The Company’s Annual Meeting of Stockholders was held on May 8, 2026."

Understanding 8-K Material Events →

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

________________

FORM 8-K

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 13, 2026 (May 8, 2026)

COLGATE-PALMOLIVE COMPANY

(Exact name of registrant as specified in its charter)

Delaware			1-644			13-1815595
(State or Other Jurisdiction of Incorporation)			(Commission File Number)			(IRS Employer Identification No.)

300 Park Avenue,

New York,

NY

10022

(Address of Principal Executive Offices)

(Zip Code)

                                  

Registrant’s telephone number, including area code (212) 310-2000

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐    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, $1.00 par value			CL			New York Stock Exchange
0.300% Notes due 2029			CL29			New York Stock Exchange
1.375% Notes due 2034			CL34			New York Stock Exchange
3.250% Notes due 2035			CL35			New York Stock Exchange
0.875% Notes due 2039			CL39			New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

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. ☐

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

(a)     The Company’s Annual Meeting of Stockholders was held on May 8, 2026. The matters voted on and the results of the vote were as follows.

(b)    The Company’s stockholders voted on the matters set forth below.

1.    John P. Bilbrey, Christopher S. Boerner, John T. Cahill, Lisa M. Edwards, C. Martin Harris, Martina Hund-Mejean, Kimberly A. Nelson, Brian O. Newman, Lorrie M. Norrington and Noel Wallace were elected directors of the Company. The results of the vote were as follows:

			Votes For			Votes Against			Abstentions			Broker Non-Votes
John P. Bilbrey			609,562,498			26,889,533			1,201,378			63,952,735
Christopher S. Boerner			630,748,353			5,728,013			1,177,043			63,952,735
John T. Cahill			580,860,042			55,593,274			1,200,093			63,952,735
Lisa M. Edwards			619,731,808			16,863,927			1,057,674			63,952,735
C. Martin Harris			590,342,138			45,972,687			1,338,584			63,952,735
Martina Hund-Mejean			619,941,994			16,738,461			972,954			63,952,735
Kimberly A. Nelson			625,713,274			10,465,248			1,474,887			63,952,735
Brian O. Newman			619,994,950			16,558,323			1,100,136			63,952,735
Lorrie M. Norrington			616,023,271			20,101,409			1,528,729			63,952,735
Noel Wallace			594,674,983			39,258,389			3,720,037			63,952,735

2.    The selection of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2026 was ratified. The results of the vote were as follows:

Votes For			Votes Against			Abstentions			Broker Non-Votes
647,385,500			53,015,911			1,204,733			0

3.    A non-binding advisory vote on the Company’s executive compensation was approved. The results of the vote were as follows:

Votes For			Votes Against			Abstentions			Broker Non-Votes
591,185,556			43,039,011			3,428,842			63,952,735

4.    A stockholder proposal entitled “Remove DEI from Board Candidate Considerations” was not approved. The results of the vote were as follows:

Votes For			Votes Against			Abstentions			Broker Non-Votes
14,002,273			618,251,142			5,399,994			63,952,735

5.    A stockholder proposal entitled “Independent Board Chairman” was not approved. The results of the vote were as follows:

Votes For			Votes Against			Abstentions			Broker Non-Votes
182,439,869			452,415,385			2,798,155			63,952,735

2

SIGNATURE

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.                            

                                               >                 

						COLGATE-PALMOLIVE COMPANY
Date: May 13, 2026			By:			/s/ Jennifer M. Daniels
						Name: Jennifer M. Daniels
						Title: Chief Legal Officer and Secretary

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Filing Exhibits & Attachments

4 documents

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