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  4. [8-K] EASTERN CO Reports Material Event

Shareholders back Eastern Company (NASDAQ: EML) board, pay and auditor

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

Rhea-AI Filing Summary

The Eastern Company reported voting results from its 2026 Annual Meeting of Shareholders held on May 6, 2026. Shareholders elected six directors — Frederick D. DiSanto, John W. Everets, Chan Galbato, James Mitarotonda, Peggy B. Scott, and Ryan A. Schroeder — each for a one-year term expiring in 2027.

Shareholders also approved, on an advisory basis, the compensation of the company’s named executive officers and ratified the appointment of Fiondella, Milone & LaSaracina LLP as the independent registered public accounting firm for the 2026 fiscal year.

Positive

  • None.

Negative

  • None.
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.
Say-on-pay votes for 4,502,006 votes Advisory approval of named executive officer compensation
Say-on-pay votes against 101,751 votes Advisory approval of named executive officer compensation
Auditor ratification votes for 5,419,010 votes Ratification of Fiondella, Milone & LaSaracina LLP for 2026
Auditor ratification votes against 120,397 votes Ratification of Fiondella, Milone & LaSaracina LLP for 2026
Votes for director Frederick D. DiSanto 4,444,777 votes Election for one-year term expiring in 2027
Votes for director Ryan A. Schroeder 4,062,299 votes Election for one-year term expiring in 2027
Annual Meeting of Shareholders financial
"On May 6, 2026, The Eastern Company held its 2026 Annual Meeting of Shareholders"
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.
advisory basis financial
"Approve, on an advisory basis the compensation of the named executive officers."
independent registered public accounting firm financial
"Ratification of the appointment of Fiondella, Milone & LaSaracina LLP as the Company's independent registered public accounting firm for the 2026 fiscal year."
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.
Emerging Growth Company regulatory
"Emerging Growth Company"
An emerging growth company is a recently public or smaller public firm that qualifies for temporary, lighter regulatory and disclosure rules to reduce the cost and effort of being public. For investors, it means the company may provide less historical financial detail and face fewer reporting requirements than larger firms, so it can grow more quickly but also carries higher uncertainty—like buying a promising early-stage product with fewer user reviews.
Inline XBRL technical
"Cover Page Interactive Data File (cover page XBRL tags are embedded within the Inline XBRL document)"
Inline XBRL is a file format for financial filings that embeds machine-readable data tags directly inside the human-readable report, so the same document can be read by people and parsed by software. For investors it makes extracting, comparing and verifying financial numbers faster and more reliable—like a grocery list where each item also has a barcode—reducing manual errors and speeding up analysis.
Understanding 8-K Material Events →

 

 

 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 6, 2026

 

The Eastern Company

(Exact Name of Registrant as Specified in Charter)

 

Connecticut

 

001-35383

 

06-0330020

(State or Other Jurisdiction of Incorporation)

 

(Commission File Number)

 

(IRS Employer Identification No.)

 

3 Enterprise Drive, Suite 408, Shelton, Connecticut 06484

(Address of Principal Executive Offices) (Zip Code)

 

(203) 729-2255

(Registrant’s telephone number, including area code)

 

Not Applicable

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

 

Securities registered or to be registered pursuant to Section 12(b) of the Act:

 

Title of Each Class

 

Trading Symbol

 

Name of each exchange on which registered

Common Stock, No Par Value

 

EML

 

NASDAQ Global 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

 

On May 6, 2026, The Eastern Company (the “Company”) held its 2026 Annual Meeting of Shareholders (the “Annual Meeting”).  At the Annual Meeting, the Company’s shareholders voted on the following three proposals and cast their votes as follows:

 

FOR

AGAINST

ABSTAIN/ WITHHELD

1)

Election of Directors

Election of Frederick D. DiSanto as a director for a one-year term expiring in the year 2027:

4,444,777

140,984

34,727

Election of John W. Everets as a director for a one-year term expiring in the year 2027:

4,527,468

58,293

34,727

Election of Chan Galbato as a director for a one-year term expiring in the year 2027:

4,556,213

29,605

34,670

 

Election of James Mitarotonda as a director for a one-year term expiring in the year 2027:

4,272,743

324,931

22,814

Election of Peggy B. Scott as a director for a one-year term expiring in the year 2027:

4,547,281

60,520

12,687

Election of Ryan A. Schroeder as a director for a one-year term expiring in the year 2027:

4,062,299

535,402

22,787

2)

Approve, on an advisory basis the compensation of the named executive officers.

4,502,006

101,751

16,731

3)

Ratification of the appointment of Fiondella, Milone & LaSaracina LLP as the Company's independent registered public accounting firm for the 2026 fiscal year.

5,419,010

120,397

3,599

 

 

2

 

 

ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS

 

(d) Exhibits

 

Exhibit No.

 

Exhibit Description

 

 

 

104

 

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

 

 

3

 

 

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.

 

 

 

The Eastern Company

    
Date: May 7, 2026By:/s/ Nicholas Vlahos

 

 

Nicholas Vlahos 
  Chief Financial Officer 
    

 

 

4

 

Source: View Original Filing on SEC EDGAR

FAQ

What did The Eastern Company (EML) announce in this 8-K filing?

The Eastern Company reported the results of its 2026 Annual Meeting of Shareholders. Shareholders elected six directors for one-year terms, approved executive compensation on an advisory basis, and ratified Fiondella, Milone & LaSaracina LLP as independent auditor for the 2026 fiscal year.

Which directors were elected at The Eastern Company (EML) 2026 Annual Meeting?

Shareholders elected Frederick D. DiSanto, John W. Everets, Chan Galbato, James Mitarotonda, Peggy B. Scott, and Ryan A. Schroeder. Each director was chosen for a one-year term expiring in 2027, based on the votes disclosed in the filing’s detailed results table.

How did The Eastern Company (EML) shareholders vote on executive compensation?

Shareholders approved, on an advisory basis, the compensation of the named executive officers with 4,502,006 votes for, 101,751 against, and 16,731 abstentions. This non-binding vote provides feedback on the company’s executive pay practices for the reported period.

Which audit firm was ratified by The Eastern Company (EML) for 2026?

Shareholders ratified Fiondella, Milone & LaSaracina LLP as The Eastern Company’s independent registered public accounting firm for the 2026 fiscal year, with 5,419,010 votes for, 120,397 against, and 3,599 abstentions, according to the vote totals reported in the filing.

How many votes supported Eastern Company (EML) director Frederick D. DiSanto?

Frederick D. DiSanto received 4,444,777 votes for election as director, with 140,984 votes against and 34,727 withheld. He was elected to serve a one-year term expiring in 2027, based on the shareholder voting results disclosed for the 2026 Annual Meeting.

What were the vote results for Eastern Company (EML) director Ryan A. Schroeder?

Ryan A. Schroeder received 4,062,299 votes for, 535,402 votes against, and 22,787 votes withheld. These results, shown in the director election table, indicate he was elected to a one-year term expiring in 2027 at the 2026 Annual Meeting of Shareholders.

Filing Exhibits & Attachments

5 documents

Other Documents