Manitowoc (NYSE: MTW) shareholders back 3.6M-share incentive plan and elect nine directors
Filing Impact
Filing Sentiment
Form Type
8-K
Rhea-AI Filing Summary
The Manitowoc Company, Inc. reported results of its 2026 Annual Meeting held on May 5, 2026. Shareholders approved the 2025 Omnibus Incentive Plan as Amended and Restated, which now authorizes the Company to issue up to 3,600,000 shares of common stock under various equity and cash incentive awards.
All nine director nominees were elected to one-year terms, and shareholders ratified Deloitte & Touche LLP as independent registered public accounting firm for the year ending December 31, 2026. Shareholders also approved, on an advisory basis, the compensation of the Company’s named executive officers.
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8-K Event Classification
3 items: 5.02, 5.07, 9.01
3 items
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.
Key Figures
Additional plan shares authorized: 1,800,000 shares
Total plan share capacity: 3,600,000 shares
Votes for omnibus plan: 21,589,179 votes
+4 more
7 metrics
Additional plan shares authorized
1,800,000 shares
Additional common stock authorized under amended 2025 Omnibus Incentive Plan
Total plan share capacity
3,600,000 shares
Maximum common shares issuable under Amended and Restated Omnibus Plan
Votes for omnibus plan
21,589,179 votes
Shareholder votes for approval of Amended and Restated Omnibus Plan
Votes against omnibus plan
1,297,612 votes
Shareholder votes against Amended and Restated Omnibus Plan
Auditor ratification for votes
28,463,811 votes
Votes for ratifying Deloitte & Touche LLP as 2026 auditor
Say-on-pay for votes
22,115,778 votes
Votes for advisory approval of named executive officer compensation
Director example vote total
22,539,622 votes
For votes for director nominee Anne E. Bélec
Key Terms
Omnibus Incentive Plan, incentive stock options, restricted stock units, broker non-votes, +2 more
6 terms
Omnibus Incentive Plan financial
"The Manitowoc Company, Inc. 2025 Omnibus Incentive Plan as Amended and Restated"
An omnibus incentive plan is a single, flexible program a company uses to give employees and executives different types of pay tied to performance — for example stock options, restricted shares, cash bonuses and other awards — all governed by one set of rules. It matters to investors because it determines how many new shares may be created, how leaders are motivated and how much the company will spend on compensation over time; think of it as a master toolbox that affects both costs and the total share supply.
incentive stock options financial
"The Amended and Restated Omnibus Plan authorizes grants of stock options (including incentive stock options)"
Incentive stock options are a type of employee stock option that gives eligible workers the right to buy company shares at a fixed price later on, often below future market value. They matter to investors because they align employee incentives with company performance, can dilute existing ownership when exercised, and create potential tax advantages for option holders if certain holding-time rules are met — think of them as a coupon to buy stock at today’s price with extra tax rules attached.
restricted stock units financial
"authorizes grants of ... restricted stock, restricted stock units, performance shares, performance units"
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
broker non-votes financial
"Name of Nominee | For | Withheld | 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.
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.
advisory vote financial
"an advisory vote to approve the compensation of the Company’s named executive officers"
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.
FAQ
What did The Manitowoc Company (MTW) approve in its 2025 Omnibus Incentive Plan?
Shareholders approved the 2025 Omnibus Incentive Plan as Amended and Restated, allowing issuance of up to 3,600,000 shares of common stock under stock options, restricted stock, performance awards, cash incentives, and other stock-based compensation for eligible officers, employees, directors, consultants and advisors.
Which directors were elected at The Manitowoc Company’s 2026 Annual Meeting?
Shareholders elected nine directors, including Anne E. Bélec, Amy R. Davis, Ryan M. Gwillim, Kenneth W. Krueger, Robert W. Malone, C. David Myers, Aaron H. Ravenscroft, Mark B. Rourke and Randy A. Wood. Each will serve a one-year term ending at the 2027 annual meeting.
Was the advisory vote on MTW executive compensation approved in 2026?
Yes. The advisory vote to approve compensation of MTW’s named executive officers received 22,115,778 votes for, 872,325 against, and 90,515 abstentions, with additional broker non-votes. This indicates shareholder support for the disclosed executive pay program.
Who is Manitowoc’s independent auditor for the year ending December 31, 2026?
Shareholders ratified Deloitte & Touche LLP as MTW’s independent registered public accounting firm for the year ending December 31, 2026, with 28,463,811 votes for, 114,706 against and 53,981 abstentions, and no broker non-votes reported.
How long can awards be granted under The Manitowoc Company’s amended incentive plan?
No awards may be granted under the Amended and Restated Omnibus Incentive Plan after the tenth anniversary of its shareholder approval at the 2026 Annual Meeting. The Board or plan administrator may also terminate the plan at any time, subject to existing awards.