Hayward Holdings investors back 2026 proxy slate

Hayward Holdings, Inc. reported results from its 2026 Annual Meeting of Stockholders held on May 21, 2026.

Rhea-AI Filing Summary

Hayward Holdings, Inc. reported results from its 2026 Annual Meeting of Stockholders held on May 21, 2026. Shareholders elected directors Kevin D. Brown, Arthur L. Soucy and Lori A. Walker to serve until the 2029 annual meeting. An advisory resolution approving compensation for the company’s named executive officers received 186,094,162 votes for, 10,540,076 against and 281,964 abstentions, with 12,518,437 broker non-votes. Shareholders also ratified the appointment of PricewaterhouseCoopers LLP as independent registered public accountants for the fiscal year ending December 31, 2026, with 204,356,687 votes for, 4,799,931 against and 278,021 abstentions.

Insights

Corporate governance analyst

Routine annual meeting with all management proposals approved.

Hayward Holdings’ 2026 annual meeting shows shareholders supporting the full director slate, executive compensation on an advisory basis, and the reappointment of PricewaterhouseCoopers LLP as auditor. The voting margins, especially on auditor ratification, indicate broad backing for current governance and oversight structures.

The say-on-pay proposal passed with far more votes for than against, suggesting general acceptance of the disclosed pay practices in the proxy statement. Auditor ratification drew particularly strong support, which typically reflects comfort with financial reporting and audit quality.

While these outcomes affirm the status quo, they are standard annual actions rather than transformative events. Future proxy materials and meeting results will provide more detail if shareholder sentiment meaningfully shifts on board composition, compensation design, or the choice of external auditor.

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

Votes for Kevin D. Brown: 187,968,205 votes Votes for Arthur L. Soucy: 128,518,230 votes Votes for Lori A. Walker: 188,052,962 votes +4 more

7 metrics

Votes for Kevin D. Brown 187,968,205 votes Director election at 2026 annual meeting

Votes for Arthur L. Soucy 128,518,230 votes Director election at 2026 annual meeting

Votes for Lori A. Walker 188,052,962 votes Director election at 2026 annual meeting

Say-on-pay votes for 186,094,162 votes Advisory executive compensation approval

Say-on-pay votes against 10,540,076 votes Advisory executive compensation approval

Auditor ratification votes for 204,356,687 votes PwC ratified for fiscal year ending December 31, 2026

Auditor ratification votes against 4,799,931 votes PwC ratified for fiscal year ending December 31, 2026

Key Terms

Annual Meeting of Stockholders, broker non-votes, named executive officers, independent registered public accountants, +1 more

5 terms

Annual Meeting of Stockholders financial

"held its 2026 Annual Meeting of Stockholders on May 21, 2026"

broker non-votes financial

"Director Nominee | For | Withhold | 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.

named executive officers financial

"compensation to the Company’s named executive officers 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 accountants financial

"as the Company’s independent registered public accountants for the fiscal year"

Independent registered public accountants are external auditing firms licensed to examine a public company’s financial records and issue an objective opinion on whether the financial statements are accurate and follow accounting rules. They matter to investors because their independent check is like a neutral referee confirming the score in a game — it reduces the risk of errors or misleading information and helps investors trust the financial reports used to make decisions.

advisory basis financial

"Approval, on an advisory basis, of the compensation to the Company’s"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did Hayward Holdings (HAYW) shareholders approve at the 2026 annual meeting?

Shareholders approved all three proposals: electing three directors through 2029, an advisory vote supporting named executive officer compensation, and ratifying PricewaterhouseCoopers LLP as independent registered public accountants for the fiscal year ending December 31, 2026, with strong majorities for each item.

How did Hayward Holdings (HAYW) shareholders vote on director elections in 2026?

Shareholders elected Kevin D. Brown, Arthur L. Soucy and Lori A. Walker to terms ending at the 2029 annual meeting. Each nominee received more votes "For" than "Withhold," confirming continued shareholder support for the company’s board composition and leadership structure for the next three-year term.

Did Hayward Holdings (HAYW) shareholders approve executive compensation in 2026?

Yes. The advisory say-on-pay resolution received 186,094,162 votes for, 10,540,076 against and 281,964 abstentions, with 12,518,437 broker non-votes. This majority support indicates shareholders generally accepted the named executive officer compensation disclosed in the proxy statement for the 2026 annual meeting.

Which auditor did Hayward Holdings (HAYW) shareholders ratify for 2026?

Shareholders ratified PricewaterhouseCoopers LLP as independent registered public accountants for the fiscal year ending December 31, 2026. The vote totaled 204,356,687 shares for, 4,799,931 against and 278,021 abstentions, signaling strong shareholder backing for the company’s chosen external audit firm.

What were the broker non-votes at Hayward Holdings’ 2026 annual meeting?

Broker non-votes totaled 12,518,437 shares for both the director elections and the advisory vote on executive compensation. Broker non-votes generally arise when brokers lack discretionary authority to vote on certain proposals without specific instructions from beneficial owners.

AI-generated analysis. How Rhea-AI works. Not financial advice.

Understanding 8-K Material Events →

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Accepted by SEC EDGAR 05/22/2026 - 04:36 PM EDT Learn about SEC filing dates

FALSE000183462200018346222026-05-212026-05-21

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 21, 2026

Hayward Holdings, Inc.

(Exact name of registrant as specified in its charter)

Delaware

001-40208

82-2060643

(State or other jurisdiction of incorporation)

(Commission File Number)

(IRS Employer Identification No.)

1415 Vantage Park Drive

Suite 400 Charlotte, NC 28203

(Address of principal executive offices, including zip code)

(704) 837-8002

(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:

☐ 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(s)

Name of each exchange on which registered

Common stock, par value $0.001 per share

HAYW

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.

Hayward Holdings, Inc. (the “Company”) held its 2026 Annual Meeting of Stockholders on May 21, 2026 (the “Annual Meeting”). The results for each matter voted on by the stockholders at the Annual Meeting are as follows:

Proposal 1: Election of Directors.

Director Nominee			For			Withhold			Broker Non-Votes
Kevin D. Brown			187,968,205			8,947,997			12,518,437
Arthur L. Soucy			128,518,230			68,397,972			12,518,437
Lori A. Walker			188,052,962			8,863,240			12,518,437

Each of the nominees was elected by a plurality of the votes cast by stockholders to serve terms lasting until our 2029 annual meeting of stockholders and their successors are duly elected and qualified.

Proposal 2: Approval, on an advisory basis, of the compensation to the Company’s named executive officers as disclosed in the Company's proxy statement for the Annual Meeting.

For						Against						Abstain						Broker Non-Votes
186,094,162						10,540,076						281,964						12,518,437

A majority of shares present or represented by proxy and entitled to vote at the Annual Meeting were cast in favor of the adoption of a resolution approving, on an advisory basis, the compensation paid to the Company’s named executive officers as disclosed in the Company’s proxy statement for the Annual Meeting.

Proposal 3: Ratification of the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accountants for the fiscal year ending December 31, 2026.

For						Against						Abstain
204,356,687						4,799,931						278,021

A majority of shares present or represented by proxy and entitled to vote at the Annual Meeting were cast in favor of the ratification of the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accountants for the fiscal year ending December 31, 2026.

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.

			HAYWARD HOLDINGS, INC.
Date: May 22, 2026			By:			/s/ Susan M. Canning
						Susan M. Canning
						SVP, Chief Legal Officer and Corporate Secretary

Filing Exhibits & Attachments

3 documents

Other Documents

• EX-101 XBRL TAXONOMY EXTENSION SCHEMA DOCUMENT 1.8 KB
• EX-101 XBRL TAXONOMY EXTENSION LABEL LINKBASE DOCUMENT 22.0 KB
• EX-101 XBRL TAXONOMY EXTENSION PRESENTATION LINKBASE DOCUMENT 12.8 KB