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Shareholders back Cooper Companies (NYSE: COO) board, auditor and pay

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

The Cooper Companies, Inc. reported results of its 2026 Annual Meeting of Stockholders held on April 7, 2026. Stockholders elected all nine director nominees, ratified KPMG LLP as independent auditor for the fiscal year ending October 31, 2026, and approved executive compensation on an advisory basis.

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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.
Votes for Colleen E. Jay 168,376,523 votes Director election at 2026 Annual Meeting
Votes for Barbara A. Carbone 179,479,519 votes Director election at 2026 Annual Meeting
Auditor ratification For votes 177,458,340 votes KPMG LLP ratification for fiscal year ending October 31, 2026
Auditor ratification Against votes 8,734,644 votes KPMG LLP ratification proposal
Say-on-pay For votes 162,890,748 votes Advisory vote on executive compensation
Say-on-pay Against votes 18,385,667 votes Advisory vote on executive compensation
Broker non-votes on governance items 4,861,794 votes Director and say-on-pay proposals
broker non-votes financial
"Nominee | 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.
independent registered public accounting firm financial
"The appointment of KPMG LLP to serve as the Company's independent registered public accounting firm"
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.
advisory vote on executive compensation financial
"Proposal 3 – Advisory Vote on Executive Compensation"
Named Executive Officers financial
"approving the compensation of the Company's Named Executive Officers as presented in the Proxy Statement"
Named executive officers are the senior company leaders whose names, roles and compensation are singled out in required regulatory filings; this typically includes the chief executive, chief financial officer and the next highest‑paid senior officers. Investors treat this list like a team roster — it shows who makes key decisions, how they are paid and whether incentives align with shareholder interests, so changes or pay patterns can signal governance quality, risk or strategic shifts.
Annual Meeting of Stockholders financial
"held its 2026 Annual Meeting of Stockholders"
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): April 7, 2026
_______________________________________________
THE COOPER COMPANIES, INC.
(Exact name of registrant as specified in its charter)
 
_______________________________________________
Delaware1-859794-2657368
(State or other jurisdiction
of incorporation)		(Commission
File Number)		(IRS Employer
Identification No.)
6101 Bollinger Canyon Road, Suite 500, San Ramon, California 94583
(Address of principal executive offices, including Zip Code)
(925) 460-3600
(Registrant’s telephone number, including area code)
 
_______________________________________________
Check the appropriate box below if the Form 8-K 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))

Securities registered pursuant to Section 12(b) of the Act:
Title of each class Trading Symbol Name of each exchange on which registered
Common Stock, $.10 par value COO Nasdaq Global Select Market


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 to Section 13(a) of the Exchange Act. ☐


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

On April 7, 2026, The Cooper Companies, Inc. (the "Company") held its 2026 Annual Meeting of Stockholders. The matters listed below were submitted to a vote of the stockholders through the solicitation of proxies, and the proposals are described in detail in the Company's definitive proxy statement filed with the United States Securities and Exchange Commission on February 24, 2026 (the "Proxy Statement"). Votes were cast by the stockholders as set forth below.

Proposal 1 – Election of Directors

The following individuals were elected to serve as directors of the Company until the 2027 Annual Meeting of Stockholders or until their successors have been duly elected and qualified.

NomineeForAgainstAbstain
Broker Non-Votes
Colleen E. Jay168,376,52312,944,96751,4754,861,794
Barbara A. Carbone179,479,5191,826,62866,8184,861,794
Lawrence E. Kurzius173,792,2547,503,34877,3634,861,794
Cynthia L. Lucchese174,519,3486,777,71075,9074,861,794
Teresa S. Madden178,796,2392,498,48078,2464,861,794
Maria Rivas, M.D.178,782,9332,418,637171,3954,861,794
Walter M Rosebrough, Jr.175,933,1385,373,45766,3704,861,794
Robert S. Weiss175,426,0105,876,76470,1914,861,794
Albert G. White III176,978,1181,540,0132,854,8344,861,794


Proposal 2 – Ratification of Appointment of Independent Registered Public Accounting Firm

The appointment of KPMG LLP to serve as the Company's independent registered public accounting firm for the fiscal year ending October 31, 2026 was ratified.

ForAgainstAbstain
Broker Non-Votes
177,458,3408,734,64441,775-

Proposal 3 – Advisory Vote on Executive Compensation

The stockholders adopted, on an advisory basis, a resolution approving the compensation of the Company's Named Executive Officers as presented in the Proxy Statement.

ForAgainstAbstain
Broker Non-Votes
162,890,74818,385,66796,5504,861,794


ITEM 9.01.    Financial Statements and Exhibits.

(d)    Exhibits.

ExhibitDescription
104.1Cover Page Interactive Data File (embedded within the Inline XBRL document).





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.


    THE COOPER COMPANIES, INC.



    By:     /s/ Daniel G. McBride    
        Daniel G. McBride
Executive Vice President, Chief Operating Officer, General Counsel & Secretary
        
Dated: April 8, 2026






Source: View Original Filing on SEC EDGAR

FAQ

What did Cooper Companies (COO) stockholders decide at the 2026 annual meeting?

Cooper Companies stockholders elected all nine director nominees, ratified KPMG LLP as independent auditor for fiscal 2026, and approved executive compensation in an advisory vote. These outcomes confirm support for the board’s composition, audit firm choice, and current pay practices for Named Executive Officers.

Were all Cooper Companies (COO) director nominees elected in 2026?

Yes. All nine director nominees received enough votes to be elected to serve until the 2027 Annual Meeting or until successors are duly elected and qualified. Support levels varied by nominee, but each secured substantially more votes “For” than “Against” in the director elections.

Did Cooper Companies (COO) stockholders ratify KPMG as auditor for 2026?

Yes. Stockholders ratified the appointment of KPMG LLP as the independent registered public accounting firm for the fiscal year ending October 31, 2026, with 177,458,340 votes For, 8,734,644 Against, and 41,775 Abstentions, and no broker non-votes recorded on this proposal.

How did Cooper Companies (COO) investors vote on executive compensation in 2026?

Stockholders approved the advisory resolution on executive compensation, with 162,890,748 votes For, 18,385,667 Against, and 96,550 Abstentions, plus 4,861,794 broker non-votes. This non-binding vote indicates broad, though not unanimous, support for the pay programs of Named Executive Officers.

How many broker non-votes occurred on Cooper Companies (COO) 2026 proposals?

Broker non-votes totaled 4,861,794 on the director elections and the advisory vote on executive compensation. There were no broker non-votes on the auditor ratification proposal, where brokers typically may vote in their discretion if beneficial owners do not provide specific voting instructions.

Filing Exhibits & Attachments

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