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Franklin Electric (FELE) shareholders back board, auditor and annual say-on-pay

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

Rhea-AI Filing Summary

Franklin Electric Co., Inc. reported the results of its 2026 annual shareholder meeting held on May 8, 2026. There were 44,165,235 shares entitled to vote and 41,159,908 shares were represented, a turnout of 93.19%.

Shareholders elected Victor D. Grizzle and Alok Maskara as directors for terms expiring at the 2029 annual meeting. Grizzle received 34,681,750 votes for, and Maskara received 36,788,630 votes for.

Shareholders ratified Deloitte & Touche LLP as independent registered public accounting firm for the 2026 fiscal year, with 37,632,083 votes for. They also approved, on an advisory basis, executive compensation (37,480,520 votes for) and expressed a preference for annual advisory votes on compensation, with 36,105,057 votes for the 1‑year frequency.

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.
Shares entitled to vote 44,165,235 shares 2026 annual meeting
Shares represented 41,159,908 shares 2026 annual meeting (93.19% turnout)
Votes for Maskara 36,788,630 votes Election of director Alok Maskara
Auditor ratification votes for 37,632,083 votes Deloitte & Touche LLP for 2026 fiscal year
Say-on-pay votes for 37,480,520 votes Advisory vote on executive compensation
1-year frequency votes 36,105,057 votes Advisory vote on frequency of say-on-pay
broker non-votes financial
"Nominees | 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 vote financial
"Advisory Vote on Executive Compensation To consider, on an advisory basis, the executive compensation"
An advisory vote is a shareholder poll that expresses investors’ approval or concern about a company’s policy, executive pay, board decisions or other governance matters but does not legally force the company to act. Think of it like a customer survey: it signals investor sentiment and can pressure management to change course, so investors watch the result as a guide to future governance, risk and potential shifts in strategy.
independent registered public accounting firm financial
"ratification of the Appointment of Deloitte & Touche LLP 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.
emerging growth company regulatory
"Emerging growth company Item 5.07. Submission of Matters to a Vote of Security Holders"
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.
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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 8, 2026

FRANKLIN ELECTRIC CO., INC.
(Exact name of registrant as specified in its charter)
Indiana 0-362 35-0827455
(State of incorporation) (Commission File Number) (IRS employer identification no.)
9255 Coverdale Road
Fort Wayne,Indiana46809
(Address of principal executive offices)(Zip code)

(260) 824-2900
(Registrant's telephone number, including area code)
 
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:

   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:
Common Stock, $0.10 par valueFELENASDAQGlobal Select Market
(Title of each class)(Trading symbol)(Name of each exchange on which registered)

Indicate by check mark whether the registrant is an emerging growth company as defined in 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

Franklin Electric Co., Inc. (the "Company") held its 2026 annual meeting of shareholders on May 8, 2026. There were 44,165,235 shares of common stock of the Company entitled to vote at the meeting and a total of 41,159,908 (93.19%) were represented at the meeting, in person or by proxy.

The items voted upon at the annual meeting and the results of the vote on each proposal were as follows:

Proposal 1 - Election of Directors

To elect Victor D. Grizzle and Alok Maskara as directors for terms expiring at the 2029 Annual Meeting of Shareholders. Each nominee for director was elected by a vote of the shareholders as follows:
NomineesVotes ForVotes AgainstAbstentionsBroker Non-Votes
Victor D. Grizzle34,681,7503,548,9871,322,4881,606,683
Alok Maskara36,788,6302,738,83125,7641,606,683

Proposal 2 - Ratification of the Appointment of Deloitte & Touche LLP as the Company's Independent Registered Public Accounting Firm for the 2026 Fiscal Year

To ratify the appointment of Deloitte & Touche LLP as the Company's independent registered public accounting firm for the 2026 fiscal year. The proposal was approved by a vote of the shareholders as follows:
Votes ForVotes AgainstAbstentionsBroker Non-Votes
37,632,0833,432,32795,498

Proposal 3 - Advisory Vote on Executive Compensation

To consider, on an advisory basis, the executive compensation of the named executive officers as disclosed in the proxy statement. The advisory vote on approval of the compensation of the Company's named executive officers was approved by the shareholders as follows:
Votes ForVotes AgainstAbstentionsBroker Non-Votes
37,480,5201,927,347145,3581,606,683

Proposal 4 - Advisory Vote on Frequency of Future Advisory Votes on Compensation

To consider, on an advisory basis, the frequency of future advisory votes on the compensation of the named executive officers as disclosed in the proxy statement. The advisory vote on the frequency of future advisory votes on the compensation of the Company's named executive officers was voted on by the shareholders as follows:
1 Year2 Year3 YearAbstentionsBroker non-votes
36,105,0572,370,020965,687112,4611,606,683



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.

FRANKLIN ELECTRIC CO., INC.
(Registrant)
Date: May 11, 2026
By/s/ Jennifer A. Wolfenbarger
Jennifer A. Wolfenbarger
Vice President, Chief Financial Officer
(Principal Financial and Accounting Officer)


FAQ

What was the shareholder turnout at Franklin Electric (FELE)'s 2026 annual meeting?

Shareholder turnout was high, with 41,159,908 shares represented out of 44,165,235 shares entitled to vote. This equals 93.19% participation, indicating strong engagement from Franklin Electric shareholders in the 2026 annual meeting decisions and governance matters.

Which directors were elected at Franklin Electric (FELE)'s 2026 annual meeting?

Shareholders elected Victor D. Grizzle and Alok Maskara as directors for terms expiring at the 2029 annual meeting. Grizzle received 34,681,750 votes for, while Maskara received 36,788,630 votes for, with broker non-votes recorded in each case.

Did Franklin Electric (FELE) shareholders ratify the 2026 independent auditor?

Yes, shareholders ratified Deloitte & Touche LLP as Franklin Electric’s independent registered public accounting firm for the 2026 fiscal year. The ratification received 37,632,083 votes for, 3,432,327 votes against, and 95,498 abstentions, with no broker non-votes reported.

How did Franklin Electric (FELE) shareholders vote on executive compensation in 2026?

Shareholders approved, on an advisory basis, the compensation of the company’s named executive officers. The resolution received 37,480,520 votes for, 1,927,347 votes against, 145,358 abstentions, and 1,606,683 broker non-votes, indicating solid support for the disclosed executive pay program.

What frequency of future say-on-pay votes did Franklin Electric (FELE) shareholders prefer?

Shareholders expressed a preference for annual advisory votes on executive compensation. The 1‑year option received 36,105,057 votes, compared with 2,370,020 votes for 2 years and 965,687 votes for 3 years, plus 112,461 abstentions and 1,606,683 broker non-votes.

What key governance matters were decided at Franklin Electric (FELE)'s 2026 meeting?

Shareholders elected two directors, ratified Deloitte & Touche LLP as 2026 independent auditor, approved an advisory vote on executive compensation, and held an advisory vote on the frequency of future compensation votes, with strong support for an annual (1‑year) say-on-pay schedule.

Filing Exhibits & Attachments

3 documents