Carlisle (NYSE: CSL) outlines board changes and 2026 shareholder vote results
Filing Impact
Filing Sentiment
Form Type
8-K
Rhea-AI Filing Summary
Carlisle Companies Incorporated reported leadership and governance updates from its recent annual meeting. Scott C. Selbach retired as Executive Vice President, Government Relations & Secretary after more than 35 years with the company.
Director Jonathan R. Collins submitted his resignation in line with the company’s corporate guidelines following a change in employment, with the Board accepting it effective immediately after the April 29, 2026 annual meeting. The Board then set its size at seven directors, and the company stated his resignation was not due to any disagreement over operations, policies or practices.
Stockholders elected directors Sheryl D. Palmer and Jesse G. Singh, approved on an advisory basis 2025 compensation for named executive officers, and ratified Deloitte & Touche LLP as independent registered public accounting firm for the year ending December 31, 2026.
Positive
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Negative
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8-K Event Classification
3 items: 5.02, 5.07, 9.01
3 items
Item 5.02
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers
Governance
Key personnel changes including departures, elections, or appointments of directors and executive officers.
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.
Key Figures
Years of service: 35 years
Votes for Sheryl D. Palmer: 31,348,097 votes
Votes for Jesse G. Singh: 32,292,836 votes
+4 more
7 metrics
Years of service
35 years
Scott C. Selbach tenure before retirement
Votes for Sheryl D. Palmer
31,348,097 votes
Election as director at 2026 annual meeting
Votes for Jesse G. Singh
32,292,836 votes
Election as director at 2026 annual meeting
Say-on-pay votes for
30,209,063 votes
Advisory approval of 2025 named executive officer compensation
Say-on-pay votes against
4,331,231 votes
Advisory approval of 2025 named executive officer compensation
Auditor ratification votes for
37,101,448 votes
Ratification of Deloitte & Touche LLP for 2026
Auditor ratification votes against
132,073 votes
Ratification of Deloitte & Touche LLP for 2026
Key Terms
Statement of Corporate Guidelines and Principles, named executive officers, independent registered public accounting firm, Broker Non-Votes, +1 more
5 terms
Statement of Corporate Guidelines and Principles regulatory
"in accordance with the Company’s Statement of Corporate Guidelines and Principles, which requires a director"
named executive officers financial
"the compensation of the Company’s named executive officers for 2025 as disclosed"
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.
independent registered public accounting firm financial
"ratified the appointment of Deloitte & Touche 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.
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.
advisory basis financial
"approved, on an advisory basis, the compensation of the Company’s named executive officers"
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): April 28, 2026
www.carlisle.com
(Exact name of registrant as specified in its charter)
| (State or other jurisdiction of incorporation or organization) | (Commission File Number) | (I.R.S. Employer Identification No.) | ||||||||||||
(Address of principal executive offices, including zip code)
(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 obligation of the registrant under any of the following provisions:
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of exchange on which registered | ||||||||||||
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).
☐ 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 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On April 28, 2026, Scott C. Selbach retired from Carlisle Companies Incorporated (the “Company”) as Executive Vice President, Government Relations & Secretary after more than 35 years of valuable service to the Company.
Jonathan R. Collins submitted his resignation to the Corporate Governance and Nominating Committee (the “Committee”) of the Board of Directors (the “Board”) of the Company in accordance with the Company’s Statement of Corporate Guidelines and Principles, which requires a director to submit his resignation following a change in employment or significant change in job responsibilities. At Mr. Collins’ request, the Committee accepted his resignation, effective immediately after the Company’s 2026 annual meeting of stockholders (the “Annual Meeting”) held on April 29, 2026. At that time, the Board also fixed the number of directors at seven.
The resignation of Mr. Collins was not the result of any disagreement with the Company on any matter relating to the Company’s operations, policies or practices.
Item 5.07. Submission of Matters to a Vote of Security Holders.
At the Annual Meeting, the Company’s stockholders: (i) elected both directors nominated by the Board; (ii) approved, on an advisory basis, the compensation of the Company’s named executive officers for 2025 as disclosed in the Company’s definitive proxy statement on Schedule 14A filed with the Securities and Exchange Commission on March 17, 2026 (the “Proxy Statement”); and (iii) ratified the appointment of Deloitte & Touche LLP to serve as the Company’s independent registered public accounting firm for the year ending December 31, 2026. Each of these proposals is further described in the Proxy Statement. Final voting results on each proposal submitted to the Company’s stockholders at the Annual Meeting are as follows:
Proposal 1. Election of Directors:
| Director | Votes For | Votes Against | Abstentions | Broker Non-Votes | ||||||||||||||||||||||
| Sheryl D. Palmer | 31,348,097 | 3,257,426 | 27,465 | 2,625,302 | ||||||||||||||||||||||
| Jesse G. Singh | 32,292,836 | 2,306,055 | 34,097 | 2,625,302 | ||||||||||||||||||||||
Proposal 2. Approval, on an advisory basis, of the compensation of the Company’s named executive officers for 2025:
| Votes For | Votes Against | Abstentions | Broker Non-Votes | |||||||||||||||||
| 30,209,063 | 4,331,231 | 92,694 | 2,625,302 | |||||||||||||||||
Proposal 3. Ratification of Deloitte & Touche LLP:
Votes For | Votes Against | Abstentions | ||||||||||||
| 37,101,448 | 132,073 | 24,769 | ||||||||||||
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
| Exhibit Number | Exhibit Title | |||||||
| 104 | Cover 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.
| CARLISLE COMPANIES INCORPORATED | |||||||||||
| Date: | April 30, 2026 | By: | /s/ Kevin P. Zdimal | ||||||||
| Kevin P. Zdimal | |||||||||||
| Vice President and Chief Financial Officer | |||||||||||
FAQ
What leadership change did Carlisle (CSL) announce in this Form 8-K?
Carlisle announced that Scott C. Selbach retired as Executive Vice President, Government Relations & Secretary after more than 35 years of service. His departure reflects a long-planned transition rather than a dispute and does not appear tied to operational or strategic disagreements.
Why did Carlisle (CSL) director Jonathan R. Collins resign from the Board?
Jonathan R. Collins resigned in accordance with Carlisle’s Statement of Corporate Guidelines and Principles, which requires directors to resign after a change in employment or significant job responsibilities. The company stated his resignation was not due to any disagreement over operations, policies, or practices.
Who was elected to Carlisle’s (CSL) Board of Directors at the 2026 annual meeting?
Stockholders elected Sheryl D. Palmer and Jesse G. Singh as directors. Palmer received 31,348,097 votes for, and Singh received 32,292,836 votes for, with relatively low votes against and modest abstentions, indicating broad investor support for both nominees.
How did Carlisle (CSL) stockholders vote on 2025 executive compensation?
On an advisory basis, Carlisle stockholders approved 2025 compensation for named executive officers, with 30,209,063 votes for, 4,331,231 against, and 92,694 abstentions. This advisory vote, often called “say-on-pay,” showed a clear majority in favor of the disclosed pay practices.
Which audit firm did Carlisle (CSL) stockholders ratify for 2026?
Stockholders ratified Deloitte & Touche LLP as Carlisle’s independent registered public accounting firm for the year ending December 31, 2026. The vote was strongly supportive, with 37,101,448 votes for, 132,073 against, and 24,769 abstentions recorded at the annual meeting.
What happened to the size of Carlisle’s (CSL) Board after the annual meeting?
Immediately after the 2026 annual meeting and acceptance of Jonathan R. Collins’ resignation, Carlisle’s Board of Directors set its size at seven members. This adjustment aligns the Board’s official size with its then-current membership following the director’s departure.