Columbus McKinnon (CMCO) investors approve board, auditor and share changes

Rhea-AI Filing Summary

Columbus McKinnon Corporation reported results from its 2025 annual shareholder meeting held on August 15, 2025. Shareholders elected nine directors, each to serve a one-year term, with every nominee receiving a majority of votes cast.

Investors approved an advisory vote on executive compensation and ratified Ernst & Young LLP as the independent auditor for the fiscal year ending March 31, 2026. They also approved a proposal to remove restrictions related to issuing common stock upon conversion of the company’s Series A preferred shares and on voting those preferred shares for purposes of Nasdaq Listing Rule 5635.

Shareholders voted to amend the restated certificate of incorporation to increase the number of authorized common shares and to permit preemptive rights for CD&R XII Keystone Holdings, L.P. and its affiliated funds. They also approved a proposal allowing adjournment of the meeting if more time for proxy solicitation had been needed.

Insights

Corporate governance and capital structure analyst

Shareholders backed all board and capital structure proposals, reinforcing management’s agenda without disclosing specific share amounts.

Columbus McKinnon shareholders supported the full slate of nine directors and endorsed the board’s pay practices through the advisory vote on executive compensation. Ratifying Ernst & Young LLP as auditor for the fiscal year ending on March 31, 2026 maintains continuity in financial oversight.

On the capital side, investors approved changes tied to Nasdaq Listing Rule 5635, including lifting limits on issuing common stock upon conversion of the Series A preferred shares and on voting those preferred shares. They also authorized an increase in the total number of common shares and permitted preemptive rights for CD&R XII Keystone Holdings, L.P. and related funds. These steps provide additional flexibility for equity-related transactions, though the eventual impact depends on how and when the new authorities are used.

8-K Event Classification

2 items: 5.07, 9.01

2 items

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.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, and exhibit attachments filed with this report.

Understanding 8-K Material Events →

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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): August 15, 2025

COLUMBUS McKINNON CORPORATION

(Exact name of registrant as specified in its charter)

New York

(State or other jurisdiction of incorporation)

001-34362						16-0547600
(Commission File Number)						(IRS Employer Identification No.)

13320 Ballantyne Corporate Place, Suite D			Charlotte			NC			28277
(Address of principal executive offices)									(Zip Code)

Registrant's telephone number including area code: (716) 689-5400

_________________________________________________

(Former name or former address, if changed since last report)

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			CMCO			Nasdaq Global Select Market

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:

☐ 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))

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

The 2025 Annual Meeting of Shareholders (the “Annual Meeting”) of Columbus McKinnon Corporation (the “Company”) was held on August 15, 2025.

At the Annual Meeting, shareholders approved each of management’s proposals, which consisted of: (i) the election of nine (9) directors, each of whom will serve as a director of the Company for a term of one (1) year and until his or her successor is duly elected and qualified; (ii) the advisory vote on executive compensation; (iii) the ratification of the appointment of Ernst & Young LLP as the independent registered public accounting firm of the Company for the fiscal year ending March 31, 2026; (iv) the elimination of restrictions on the issuance of shares of the Company’s common stock in connection with the conversion of the Company’s Series A Cumulative Convertible Participating Preferred Shares, par value $1.00 per share (“Preferred Shares”) and on the voting of the Preferred Shares for the purposes of complying with Nasdaq Listing Rule 5635 (the “Nasdaq Listing Rules Proposal”); (v) the amendment of the Company’s restated certificate of incorporation to increase the number of authorized shares of the Company’s common stock (the “Authorized Shares Proposal”); (vi) the amendment of the Company’s restated certificate of incorporation to permit exercise of preemptive rights by CD&R XII Keystone Holdings, L.P. and its affiliated funds (the “Preemptive Rights Proposal”); and (vii) the adjournment of the Annual Meeting to a later date, or dates, if necessary, to permit further solicitation of proxies in the event there were not sufficient votes at the time of Annual Meeting to adopt the Nasdaq Listing Rules Proposal, the Authorized Shares Proposal, or the Preemptive Rights Proposal (the “Adjournment Proposal”).

The voting results of the director elections, the advisory vote on executive compensation, the ratification of the appointment of Ernst & Young LLP, and the approval of the Nasdaq Listing Rules Proposal, Authorized Shares Proposal, Preemptive Rights Proposal and Adjournment Proposal, which each were described in more detail in the definitive proxy statement relating to the Annual Meeting that the Company filed with the Securities and Exchange Commission on June 30, 2025, are set forth below.

Proposal 1: Election of Directors

The following table reflects the tabulation of the votes with respect to each director who was elected at the Annual Meeting. Each director received a majority vote.

Name			Votes For			Votes Against			Votes Withheld			Broker Non-Vote
David J. Wilson			20,074,293			620,862			6,144			2,748,270
Gerald G. Colella			19,925,719			769,388			6,192			2,748,270
Chad R. Abraham			20,076,897			618,459			5,943			2,748,270
Aziz S. Aghili			19,899,063			796,032			6,204			2,748,270
Jeanne Beliveau-Dunn			19,959,455			727,834			14,010			2,748,270
Kathryn V. Bohl			20,074,426			614,034			12,839			2,748,270
Michael Dastoor			20,076,438			617,498			7,363			2,748,270
Chris J. Stephens, Jr.			20,184,242			511,365			5,692			2,748,270
Rebecca Yeung			20,101,332			587,127			12,840			2,748,270

Proposal 2: Advisory Vote on Executive Compensation

The following table reflects the tabulation of the votes with respect to the approval of the advisory vote on executive compensation:

Votes For			Votes Against			Abstained			Broker Non-Vote
18,941,348			1,734,281			25,670			2,748,270

Proposal 3: Ratification of Appointment of Independent Registered Public Accounting Firm

The following table reflects the tabulation of the votes with respect to the ratification of the appointment of Ernst & Young LLP as the independent registered public accounting firm of the Company for fiscal year ending March 31, 2026:

Votes For			Votes Against			Abstained			Broker Non-Vote
22,692,353			569,431			187,785			—

Proposal 4: The Nasdaq Listing Rules Proposal

The following table reflects the tabulation of the votes with respect to the approval of the Nasdaq Listing Rules Proposal:

Votes For			Votes Against			Abstained			Broker Non-Vote
19,470,889			1,219,288			11,122			2,748,270

Proposal 5: The Authorized Shares Proposal

The following table reflects the tabulation of the votes with respect to the approval of the Authorized Shares Proposal:

Votes For			Votes Against			Abstained			Broker Non-Vote
19,901,159			787,147			12,993			2,748,270

Proposal 6: The Preemptive Rights Proposal

The following table reflects the tabulation of the votes with respect to the approval of the Preemptive Rights Proposal:

Votes For			Votes Against			Abstained			Broker Non-Vote
19,873,742			815,154			12,403			2,748,270

Proposal 7: The Adjournment Proposal

The following table reflects the tabulation of the votes with respect to the approval of the Adjournment Proposal:

Votes For			Votes Against			Abstained			Broker Non-Vote
19,158,912			1,532,663			9,724			2,748,270

Item 9.01 FINANCIAL STATEMENTS AND EXHIBITS.

(d)  Exhibits.

EXHIBIT NUMBER						DESCRIPTION
104						Cover Page Interactive Data File (the cover page XBRL tags are embedded within the Inline XBRL document)

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 thereunto duly authorized.

COLUMBUS McKINNON CORPORATION
By:			/s/ Alan S. Korman
Name:			Alan S. Korman
Title:			SVP General Counsel, Corporate Development,
			and Corporate Secretary

Dated: August 18, 2025

FAQ

What did Columbus McKinnon (CMCO) shareholders approve at the 2025 annual meeting?

Shareholders approved all seven proposals, including electing nine directors, an advisory vote on executive compensation, auditor ratification, changes related to Nasdaq Listing Rule 5635, an increase in authorized common shares, preemptive rights for CD&R XII Keystone Holdings, L.P. and its affiliates, and an adjournment authority proposal.

How many directors were elected to Columbus McKinnon (CMCO)’s board and for what term?

Shareholders elected nine directors to Columbus McKinnon’s board, each to serve a one-year term until their successor is duly elected and qualified.

Did Columbus McKinnon (CMCO) shareholders approve the advisory vote on executive compensation?

Yes. Shareholders approved the advisory vote on executive compensation, with 18,941,348 votes for, 1,734,281 against, and 25,670 abstentions, plus 2,748,270 broker non-votes.

Which auditing firm did Columbus McKinnon (CMCO) shareholders ratify for fiscal 2026?

Shareholders ratified Ernst & Young LLP as Columbus McKinnon’s independent registered public accounting firm for the fiscal year ending March 31, 2026, with 22,692,353 votes for, 569,431 against, and 187,785 abstentions.

What changes to Columbus McKinnon (CMCO)’s capital structure were approved?

Shareholders approved a Nasdaq Listing Rules Proposal removing restrictions on issuing and voting common shares tied to the Series A preferred shares, an Authorized Shares Proposal increasing the number of authorized common shares, and a Preemptive Rights Proposal allowing CD&R XII Keystone Holdings, L.P. and its affiliates to exercise preemptive rights.

What is the purpose of the adjournment proposal approved by Columbus McKinnon (CMCO) shareholders?

The Adjournment Proposal authorized the company to adjourn the annual meeting, if needed, to solicit more proxies in case there were not enough votes to approve the Nasdaq Listing Rules Proposal, Authorized Shares Proposal, or Preemptive Rights Proposal.