Fortive (NYSE: FTV) investors approve directors, executive pay and EY as auditor

Filing Impact

(Moderate)

Filing Sentiment

(Neutral)

Form Type

8-K

Rhea-AI Filing Summary

Fortive Corporation reported the results of its annual shareholder meeting held on June 9, 2026. Shareholders elected eight directors to one-year terms expiring at the 2027 annual meeting, with each nominee receiving well over 268 million votes in favor.

Shareholders also approved, on an advisory basis, the compensation of the company’s named executive officers, with 265,946,471 votes for and 15,686,260 against. In addition, they ratified the appointment of Ernst & Young LLP as independent registered public accounting firm for the year ending December 31, 2026, with 274,297,484 votes for and 16,324,999 against.

8-K Event Classification

Item 5.07 — Submission of Matters to a Vote of Security Holders

1 item

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.

Key Figures

Say-on-pay for votes: 265,946,471 votes Say-on-pay against votes: 15,686,260 votes Auditor ratification for votes: 274,297,484 votes +3 more

6 metrics

Say-on-pay for votes 265,946,471 votes Advisory approval of named executive officer compensation

Say-on-pay against votes 15,686,260 votes Advisory approval of named executive officer compensation

Auditor ratification for votes 274,297,484 votes Ratification of Ernst & Young LLP for year ending December 31, 2026

Auditor ratification against votes 16,324,999 votes Ratification of Ernst & Young LLP for year ending December 31, 2026

Votes for Olumide Soroye 281,242,738 votes Election to Fortive’s board for a one-year term

Votes for Jeannine Sargent 268,819,357 votes Election to Fortive’s board for a one-year term

Key Terms

broker non-votes, independent registered public accounting firm, named executive officer compensation

3 terms

broker non-votes financial

"Broker Non-Votes | | 8,872,467"

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

"To ratify the appointment of Ernst & Young 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.

named executive officer compensation financial

"To approve on an advisory basis the Company’s named executive officer compensation."

Pay and benefits disclosed for a company’s top executives identified in regulatory filings, including salary, bonuses, stock awards, option grants, pension contributions and other perks. Think of it as a public paycheck summary for senior managers that shows how they are rewarded and motivated. Investors use it to judge whether executive incentives align with shareholder interests, to assess potential costs and risks, and to evaluate corporate governance.

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Understanding 8-K Material Events →

06/11/2026 - 04:30 PM

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

June 9, 2026

Date of Report (Date of Earliest Event Reported)

Fortive Corporation

(Exact Name of Registrant as Specified in Its Charter)

Delaware (State or Other Jurisdiction Of Incorporation)	001-37654 (Commission File Number)	47-5654583 (I.R.S. Employer Identification No.)

	6920 Seaway Blvd Everett, WA 98203 (Address of principal executive offices)

Registrant’s telephone number, including area code: (425) 446-5000

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 Symbols	Name of Each Exchange on Which Registered
Common stock, par value $.01 per share	FTV	New York Stock Exchange
3.700% Notes due 2029	FTV29	New York Stock Exchange

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 June 9, 2026, Fortive Corporation (the “Company”) held the annual meeting of shareholders of the Company (the “Annual Meeting”). At the Annual Meeting, the Company’s shareholders voted on the following three proposals:

Proposal 1: To elect the eight director nominees named in the Proxy Statement, each for a one-year term expiring at the 2027 annual meeting and until his or her respective successor is duly elected and qualified. Each nominee for director was elected by a vote of the shareholders as follows:

	For	Against	Abstain	Broker Non-Votes
Daniel L. Comas	278,928,126	2,820,139	59,356	8,872,467
Sharmistha Dubey	275,112,249	6,634,401	60,971	8,872,467
Rejji P. Hayes	279,148,160	2,599,621	59,840	8,872,467
Wright L. Lassiter III	278,900,251	2,847,808	59,562	8,872,467
Kate D. Mitchell	271,853,197	9,895,494	58,930	8,872,467
Gregory J. Moore	276,246,284	5,501,447	59,890	8,872,467
Jeannine Sargent	268,819,357	12,929,179	59,085	8,872,467
Olumide Soroye	281,242,738	504,101	60,782	8,872,467

Proposal 2: To approve on an advisory basis the Company’s named executive officer compensation. The proposal was approved by a vote of the shareholders as follows:

For		265,946,471
Against		15,686,260
Abstain		174,890
Broker Non-Votes		8,872,467

Proposal 3: To ratify the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2026. The proposal was approved by a vote of the shareholders as follows:

For		274,297,484
Against		16,324,999
Abstain		57,605

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.

FORTIVE CORPORATION

By:	/s/ Daniel B. Kim
	Name:	Daniel B. Kim
	Title:	Vice President, Associate General Counsel and Secretary

Date: June 11, 2026

Source: View Original Filing on SEC EDGAR

FAQ

What did Fortive (FTV) shareholders decide at the June 9, 2026 annual meeting?

Fortive shareholders elected eight directors to one-year terms, approved executive compensation on an advisory basis, and ratified Ernst & Young LLP as auditor for 2026. All three proposals received strong support in the shareholder vote, confirming the company’s current board, pay practices, and audit firm.

How did Fortive (FTV) shareholders vote on the 2026 director elections?

All eight Fortive director nominees were elected for one-year terms ending at the 2027 annual meeting. For example, Olumide Soroye received 281,242,738 votes for and 504,101 against, while other nominees each received more than 268 million votes in favor, indicating broad shareholder support.

Was Fortive’s executive compensation approved by shareholders in 2026?

Yes. Fortive’s shareholders approved named executive officer compensation on an advisory basis, with 265,946,471 votes for, 15,686,260 against, and 174,890 abstentions. There were also 8,872,467 broker non-votes. This non-binding vote indicates shareholder backing for the company’s current executive pay structure.

Which auditing firm did Fortive (FTV) shareholders ratify for the year ending December 31, 2026?

Shareholders ratified Ernst & Young LLP as Fortive’s independent registered public accounting firm for the year ending December 31, 2026. The ratification received 274,297,484 votes for, 16,324,999 against, and 57,605 abstentions, confirming continued shareholder support for Ernst & Young as the company’s external auditor.

Were there significant broker non-votes in Fortive’s 2026 shareholder meeting results?

Yes. Broker non-votes totaled 8,872,467 on the director elections and on the advisory vote for executive compensation. Broker non-votes arise when brokers do not have discretionary authority to vote on certain proposals without specific instructions from the beneficial owners of the shares.

How strong was support for Fortive (FTV) director candidate Olumide Soroye?

Olumide Soroye received 281,242,738 votes for, 504,101 votes against, 60,782 abstentions, and 8,872,467 broker non-votes. This large margin of approval reflects substantial shareholder backing for his continued service on Fortive’s board for a one-year term ending at the 2027 annual meeting.

Filing Exhibits & Attachments

4 documents