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Forum Energy (NYSE: FET) holders approve equity plan and directors

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

Rhea-AI Filing Summary

Forum Energy Technologies, Inc. reported results of its 2026 Annual Meeting of Stockholders. Stockholders approved a Fourth Amendment to the company’s Second Amended and Restated 2016 Stock and Incentive Plan, increasing the number of shares that may be granted under the plan by 625,000 shares.

Three Class II directors — Evelyn M. Angelle, John A. Carrig and Neal A. Lux — were elected for three-year terms. Stockholders also approved, on a non-binding advisory basis, the compensation of named executive officers and ratified Deloitte & Touche LLP as independent registered public accounting firm for 2026.

Positive

  • None.

Negative

  • None.
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.
Plan share increase 625,000 shares Additional shares authorized under Amended 2016 Stock and Incentive Plan
Votes for Angelle 7,594,328 votes Election of Evelyn M. Angelle as Class II director
Votes for Carrig 7,280,415 votes Election of John A. Carrig as Class II director
Votes for Lux 7,610,937 votes Election of Neal A. Lux as Class II director
Say-on-pay support 7,520,299 votes for Advisory approval of executive compensation
Plan amendment approval 7,447,446 votes for Approval of amendment to 2016 Stock and Incentive Plan
Auditor ratification for 9,290,299 votes Ratification of Deloitte & Touche LLP for 2026
non-binding, advisory basis financial
"Stockholders approved, on a non-binding, advisory basis, the compensation of the Company’s named executive officers"
Broker Non-Votes financial
"Nominee | For | Withheld | Broker Non-Votes Evelyn M. Angelle | 7,594,328 | 88,225 | 1,633,493"
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
"Stockholders ratified the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for 2026"
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 o Item 5.02 Departure of Directors or Certain Officers"
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.
Second Amended and Restated 2016 Stock and Incentive Plan financial
"Fourth Amendment (the “Plan Amendment”) to the Second Amended and Restated 2016 Stock and Incentive Plan (the “2016 Plan”"
Understanding 8-K Material Events →
0001401257falseCommon Stock, par value $0.01 per shareFETCHX00014012572026-05-082026-05-080001401257fet:Exch_XNYSMember2026-05-082026-05-080001401257fet:Exch_XCHIMember2026-05-082026-05-08

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

FORUM ENERGY TECHNOLOGIES, INC.
(Exact name of registrant as specified in its charter)
Delaware
001-35504
61-1488595
(State or other jurisdiction of
incorporation or organization)
(Commission
File Number)
(I.R.S. Employer
Identification No.)
10344 Sam Houston Park Drive Suite 300HoustonTX77064
 (Address of Principal Executive Offices)(Zip Code)
281949-2500
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:
Title of each class
Trading Symbol
Name of each exchange on which registered
Common Stock, par value $0.01 per share
FET
New York Stock Exchange
NYSE Texas, Inc.

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. o


Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
As described under Item 5.07 below, on May 8, 2026, stockholders approved the Fourth Amendment (the “Plan Amendment”) to the Second Amended and Restated 2016 Stock and Incentive Plan (the “2016 Plan” and, as amended by the Plan Amendment, the “Amended 2016 Plan”) of Forum Energy Technologies, Inc. (the “Company”). The Plan Amendment increased the number of shares that may be granted under the 2016 Plan by 625,000 shares. A summary of the Amended 2016 Plan is contained in the Company’s definitive proxy statement (the “Proxy Statement”) relating to the 2026 Annual Meeting of Stockholders (the “2026 Annual Meeting”), as filed with the U.S. Securities and Exchange Commission on March 27, 2026, under the heading “Proposal 3: Approval of an Amendment to Our Second Amended and Restated 2016 Stock and Incentive Plan to Increase the Number of Shares Available for Issuance Thereunder.”
The foregoing description of the Amended 2016 Plan does not purport to be complete and is qualified in its entirety by reference to the full text of the Amended 2016 Plan, a copy of which is filed as Exhibit 10.1 hereto and incorporated herein by reference.
Item 5.07 Submission of Matters to a Vote of Security Holders.
The 2026 Annual Meeting was held on May 8, 2026. Each of the proposals presented at the 2026 Annual Meeting is more fully described in the Proxy Statement. The results of the matters voted on at the 2026 Annual Meeting are as follows:
1.Election of Directors. The following individuals were elected as Class II directors to the Company’s Board of Directors (the “Board”) for a term of three years, each to serve until the 2029 Annual Meeting of Stockholders or until his or her successor is duly elected and qualified:
Nominee
For
Withheld
Broker Non-Votes
Evelyn M. Angelle
7,594,32888,2251,633,493 
John A. Carrig7,280,415407,1631,628,468 
Neal A. Lux
7,610,93771,6161,633,493 
2.Approval of Executive Compensation. Stockholders approved, on a non-binding, advisory basis, the compensation of the Company’s named executive officers:
Votes Cast
For
7,520,299 
Against
155,102 
Abstentions
7,152 
Broker Non-Votes
1,633,493 
3.Approval of an Amendment to the Company’s Second Amended and Restated 2016 Stock and Incentive Plan. Stockholders approved the Plan Amendment:
Votes Cast
For
7,447,446 
Against
229,527 
Abstentions
5,579 
Broker Non-Votes
1,633,494 



4.Ratification of Auditors. Stockholders ratified the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for 2026:
Votes Cast
For
9,290,299 
Against
11,667 
Abstentions
9,055 
Broker Non-Votes
5,025
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
Exhibit No.
Exhibit Title or Description
10.1
Second Amended and Restated 2016 Stock and Incentive Plan, as amended through May 8, 2026.
104
Cover Page Interactive Data File - the cover page XBRL tags are 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.
Date: May 12, 2026
FORUM ENERGY TECHNOLOGIES, INC.

/s/ John C. Ivascu
John C. Ivascu
Executive Vice President, General Counsel, Chief Compliance Officer and Corporate Secretary






Source: View Original Filing on SEC EDGAR

FAQ

What did Forum Energy Technologies (FET) shareholders approve at the 2026 annual meeting?

Shareholders approved an amendment to the 2016 Stock and Incentive Plan adding 625,000 shares, re-elected three Class II directors, endorsed executive compensation on an advisory basis, and ratified Deloitte & Touche LLP as the independent registered public accounting firm for 2026.

How many additional shares did Forum Energy Technologies (FET) add to its 2016 incentive plan?

The amendment to Forum Energy Technologies’ Second Amended and Restated 2016 Stock and Incentive Plan increased the number of shares that may be granted by 625,000 shares, expanding the pool available for equity-based awards to employees and other eligible participants under the plan.

Which directors were elected at Forum Energy Technologies’ 2026 annual meeting?

Shareholders elected Evelyn M. Angelle, John A. Carrig and Neal A. Lux as Class II directors. Each will serve a three-year term, continuing until the 2029 Annual Meeting of Stockholders or until a successor is duly elected and qualified under the company’s governance framework.

How did Forum Energy Technologies (FET) shareholders vote on executive compensation in 2026?

Shareholders approved the compensation of the company’s named executive officers on a non-binding advisory basis, with 7,520,299 votes cast for, 155,102 against, and 7,152 abstentions, along with 1,633,493 broker non-votes recorded on this say-on-pay resolution.

Who is Forum Energy Technologies’ independent auditor for 2026 and how was it ratified?

Shareholders ratified Deloitte & Touche LLP as Forum Energy Technologies’ independent registered public accounting firm for 2026, with 9,290,299 votes cast for, 11,667 against and 9,055 abstentions, plus 5,025 broker non-votes reported on the auditor ratification proposal.

Filing Exhibits & Attachments

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Agreements & Contracts

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