Core Laboratories (NYSE: CLB) investors back directors, auditor and pay

Rhea-AI Filing Summary

Core Laboratories Inc. reported that shareholders approved all three proposals at its Annual Meeting held on May 12, 2026 in Houston, Texas. Two Class I directors, Harvey Klingensmith and Curtis Anastasio, were re-elected, each receiving strong majority support.

Shareholders also ratified the appointment of KPMG LLP as independent registered public accountant for the year ending December 31, 2026. In addition, an advisory vote approved the company’s executive compensation program, including the philosophy, policies and procedures described in its Compensation Discussion and Analysis.

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 Harvey Klingensmith: 35,880,017 votes Votes withheld Harvey Klingensmith: 3,756,385 votes Votes for Curtis Anastasio: 39,271,486 votes +4 more

7 metrics

Votes for Harvey Klingensmith 35,880,017 votes Election of Class I director at 2026 annual meeting

Votes withheld Harvey Klingensmith 3,756,385 votes Election of Class I director at 2026 annual meeting

Votes for Curtis Anastasio 39,271,486 votes Election of Class I director at 2026 annual meeting

Auditor ratification votes for KPMG 41,220,974 votes Ratification as independent registered public accountant for 2026

Auditor ratification votes against 484,159 votes Ratification as independent registered public accountant for 2026

Say-on-pay votes for 38,265,683 votes Advisory vote on named executive officer compensation

Say-on-pay votes against 1,263,224 votes Advisory vote on named executive officer compensation

Key Terms

independent registered public accountant, broker non-votes, Compensation Discussion and Analysis, advisory basis, +1 more

5 terms

independent registered public accountant financial

"to ratify the appointment of KPMG LLP as the Company’s independent registered public accountant for the year ending December 31, 2026"

broker non-votes financial

"Harvey Klingensmith | | 35,880,017 | | 3,756,385 | | 2,077,874 Curtis Anastasio | | 39,271,486 | | 364,916 | | 2,077,874"

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.

Compensation Discussion and Analysis financial

"the section of the Company’s proxy statement entitled “Compensation Discussion and Analysis” and the compensation of the Company’s named executive officers"

advisory basis financial

"to approve, on an advisory basis, the compensation philosophy, policies and procedures described in the section of the Company’s proxy statement"

Annual Meeting of Shareholders financial

"held its Annual Meeting of Shareholders (the “Annual Meeting”) on May 12, 2026 in Houston, Texas"

A yearly gathering where a company’s owners (shareholders) vote on key items like electing the board, approving executive pay, and ratifying auditors, and receive updates on performance and strategy. Think of it as an annual town hall for owners: it matters to investors because outcomes and disclosures can affect leadership, corporate direction, dividend and governance policies, and therefore the company’s risk and potential return.

Understanding 8-K Material Events →

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 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 12, 2026

CORE LABORATORIES INC.

(Exact name of registrant as specified in its charter)

Delaware	001-41695	Not Applicable
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)
6316 Windfern Road Houston, TX		77040
(Address of Principal Executive Offices)		(Zip Code)

Registrant’s Telephone Number, Including Area Code: (713) 328-2673

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

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 Instructions 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))

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common Stock (par value $0.01)		CLB		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 (§ 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. ☐

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

Core Laboratories Inc. (the “Company”) held its Annual Meeting of Shareholders (the “Annual Meeting”) on May 12, 2026 in Houston, Texas. At the Annual Meeting, the Company’s shareholders were asked to vote on the following proposals: (1) to re-elect two current Class I Directors to serve under the terms and conditions described within the Company’s proxy statement until its annual meeting in 2029 and until their successors shall have been duly elected and qualified; (2) to ratify the appointment of KPMG LLP as the Company’s independent registered public accountant for the year ending December 31, 2026; and (3) to approve, on an advisory basis, the compensation philosophy, policies and procedures described in the section of the Company’s proxy statement entitled “Compensation Discussion and Analysis” and the compensation of the Company’s named executive officers as disclosed pursuant to the U.S. Securities and Exchange Commission’s compensation disclosure rules, including the compensation tables.

Given that more than 50% of the issued share capital was present and represented at the Annual Meeting either in person or by proxy, proposal 1 could be approved by the affirmative vote of a plurality of votes cast, and proposals 2 and 3 could be approved by the affirmative vote of holders of a majority of shares present in person or represented by proxy and entitled to vote. All items were approved, and the certified results of the matters voted upon at the Annual Meeting are as follows:

Proposal 1 – Election of Class I Directors: The election of each Class I director was approved as follows:

Nominee		For		Withheld		Broker Non-Votes
Harvey Klingensmith		35,880,017		3,756,385		2,077,874
Curtis Anastasio		39,271,486		364,916		2,077,874

Proposal 2 – Appointment of KPMG as Independent Registered Public Accountant: The ratification of the appointment of KPMG as the Company’s independent registered public accountant for the fiscal year ending December 31, 2026 was approved as follows:

For		Against		Abstentions		Broker Non-Votes
41,220,974		484,159		9,143		—

Proposal 3 – Approving the Compensation of the Company’s Named Executive Officers: An advisory vote on the compensation of the Company’s named executive officers was approved as follows:

For		Against		Abstentions		Broker Non-Votes
38,265,683		1,263,224		107,495		2,077,874

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.

		Core Laboratories Inc.
Dated: May 13, 2026		By		/s/ Christopher S. Hill
				Christopher S. Hill
				Chief Financial Officer

FAQ

What did Core Laboratories (CLB) shareholders vote on at the 2026 annual meeting?

Shareholders voted on three items: re-election of two Class I directors, ratification of KPMG LLP as independent registered public accountant for 2026, and an advisory approval of named executive officer compensation and related policies described in the Compensation Discussion and Analysis section.

Were Core Laboratories (CLB) directors re-elected at the 2026 annual meeting?

Yes. Class I directors Harvey Klingensmith and Curtis Anastasio were re-elected. Klingensmith received 35,880,017 votes for and 3,756,385 withheld, while Anastasio received 39,271,486 votes for and 364,916 withheld, with 2,077,874 broker non-votes reported for each nominee.

Did Core Laboratories (CLB) shareholders ratify KPMG as auditor for 2026?

Yes. Shareholders ratified KPMG LLP as independent registered public accountant for the year ending December 31, 2026, with 41,220,974 votes for, 484,159 against, and 9,143 abstentions. There were no broker non-votes reported on this ratification proposal.

How did Core Laboratories (CLB) shareholders vote on executive compensation in 2026?

Shareholders approved, on an advisory basis, the compensation of named executive officers. The advisory vote received 38,265,683 votes for, 1,263,224 against, and 107,495 abstentions, with 2,077,874 broker non-votes, supporting the compensation philosophy and policies described in the proxy statement.

What level of shareholder participation did Core Laboratories (CLB) report for the 2026 meeting?

More than 50% of the issued share capital was present or represented by proxy, satisfying quorum requirements. This participation level allowed election of directors by a plurality of votes cast and approval of the auditor ratification and advisory compensation proposal by a majority of shares present or represented.

Filing Exhibits & Attachments

1 document

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