NPK International holders back directors and auditor
NPK International Inc. reported the results of its 2026 Annual Meeting of Stockholders held on May 20, 2026.
Sentiment and the balance of points
Rhea-AI Sentiment reads the wording of the document, how positive or negative its language is on a 1 to 5 scale. The balance of points shown with the takes weighs what the document actually discloses, so the two can disagree, for example when a trial that missed its main goal is described in upbeat language.
Form Type
8-K
Rhea-AI Filing Summary
NPK International Inc. reported the results of its 2026 Annual Meeting of Stockholders held on May 20, 2026. Stockholders elected seven directors, each to serve until the 2027 annual meeting, with support levels generally around 66–70 million votes in favor and relatively low opposition.
Stockholders also approved, on a non-binding advisory basis, the Company’s named executive officer compensation, with 67,786,645 votes for, 3,004,510 against, and 60,614 abstentions, plus 6,585,006 broker non-votes. In addition, they ratified the appointment of Deloitte & Touche LLP as independent registered public accounting firm for fiscal 2026, with 77,213,467 votes for, 170,861 against, and 52,447 abstentions.
8-K Event Classification
2 items: 5.07, 9.01
2 items
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, or exhibit attachments filed with this report.
Key Figures
Highest director support: 70,466,174 votes for
Executive pay approval: 67,786,645 votes for
Executive pay opposition: 3,004,510 votes against
+3 more
6 metrics
Highest director support
70,466,174 votes for
Election of Matthew S. Lanigan at 2026 Annual Meeting
Executive pay approval
67,786,645 votes for
Advisory vote on named executive officer compensation
Executive pay opposition
3,004,510 votes against
Advisory vote on named executive officer compensation
Broker non-votes on pay
6,585,006 shares
Broker non-votes on executive compensation proposal
Auditor ratification support
77,213,467 votes for
Ratification of Deloitte & Touche LLP for fiscal 2026
Auditor ratification against
170,861 votes against
Ratification of Deloitte & Touche LLP for fiscal 2026
Key Terms
broker non-votes, named executive officer compensation, independent registered public accounting firm, advisory vote, +1 more
5 terms
broker non-votes financial
"Broker Non-Votes 70,166,626 | 661,056 | 24,087 | 6,585,006"
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 officer compensation financial
"An advisory vote on 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.
independent registered public accounting firm financial
"independent registered public accounting firm for the fiscal year 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.
advisory vote financial
"An advisory vote to approve our named executive officer 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.
Annual Meeting of Stockholders financial
"the Company’s 2026 Annual Meeting of Stockholders (the “2026 ASM”)"
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
What did NPKI stockholders vote on at the 2026 Annual Meeting?
Stockholders voted on three items: electing seven directors until the 2027 meeting, an advisory approval of named executive officer compensation, and ratifying Deloitte & Touche LLP as independent registered public accounting firm for fiscal 2026.
Were NPK International Inc. (NPKI) director nominees elected in 2026?
Yes, all seven director nominees were elected. Each received between about 66 million and 70 million votes for, with comparatively low against and abstain tallies, and will serve until the 2027 Annual Meeting of Stockholders.
How did NPKI stockholders vote on executive compensation in 2026?
Stockholders approved the named executive officer compensation on a non-binding advisory basis, with 67,786,645 votes for, 3,004,510 against, 60,614 abstentions, and 6,585,006 broker non-votes, as described in the company’s proxy statement for the 2026 meeting.
Did NPK International Inc. (NPKI) ratify its independent auditor for 2026?
Yes, stockholders ratified Deloitte & Touche LLP as independent registered public accounting firm for fiscal 2026, with 77,213,467 votes for, 170,861 against, and 52,447 abstentions, and no broker non-votes reported for this proposal.
Which firm audits NPK International Inc. (NPKI) for fiscal year 2026?
Deloitte & Touche LLP serves as the independent registered public accounting firm for fiscal 2026, following stockholder ratification at the 2026 Annual Meeting, where the proposal received over 77 million votes in favor and minimal opposition.
AI-generated analysis. How Rhea-AI works. Not financial advice.
Accepted by SEC EDGAR
Learn about SEC filing dates
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 20, 2026
(Exact name of registrant as specified in its charter)
| (State or other jurisdiction of incorporation) | (Commission File Number) | (I.R.S. Employer Identification No.) | ||||||
| | ||||||||
| (Address of principal executive offices) | (Zip Code) | |||||||
Registrant's telephone number, including area code: (281 ) 362-6800
| 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 240.13a-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 | ||||||
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 May 20, 2026, the following proposals were submitted to the stockholders of NPK International Inc. (the “Company”) at the Company’s 2026 Annual Meeting of Stockholders (the “2026 ASM”).
1.The election of seven director nominees to our Board of Directors;
2.An advisory vote to approve our named executive officer compensation; and
3.The ratification of the appointment of Deloitte & Touche LLP as our independent registered public accounting firm for the fiscal year 2026.
The proposals are more fully described in the Company’s proxy statement for the 2026 ASM (the “Proxy Statement”). The following are the final vote results along with a brief description of each proposal.
Proposal 1: Election of Directors: The stockholders of the Company elected each of the following director nominees for a term that will continue until the 2027 Annual Meeting of Stockholders.
| Director | For | Against | Abstain/Withheld | Broker Non-Votes | ||||||||||
| Joseph A. Cutillo | 70,166,626 | 661,056 | 24,087 | 6,585,006 | ||||||||||
| Matthew S. Lanigan | 70,466,174 | 361,248 | 24,347 | 6,585,006 | ||||||||||
| Roderick A. Larson | 68,951,232 | 1,876,402 | 24,135 | 6,585,006 | ||||||||||
| Michael A. Lewis | 66,145,743 | 4,681,381 | 24,645 | 6,585,006 | ||||||||||
| Claudia M. Meer | 69,186,985 | 1,628,445 | 36,339 | 6,585,006 | ||||||||||
| John C. Mingé | 69,321,190 | 1,506,166 | 24,413 | 6,585,006 | ||||||||||
| Rose M. Robeson | 70,387,149 | 440,517 | 24,103 | 6,585,006 | ||||||||||
Proposal 2: An advisory vote on named executive officer compensation: The stockholders of the Company approved, on a non-binding advisory basis, the compensation of the named executive officers as described in the Company’s Proxy Statement.
| For | Against | Abstain/Withheld | Broker Non-Votes | ||||||||
| 67,786,645 | 3,004,510 | 60,614 | 6,585,006 | ||||||||
Proposal 3: Ratification of the appointment of independent registered public accounting firm: The stockholders of the Company ratified the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the fiscal year 2026.
| For | Against | Abstain/Withheld | Broker Non-Votes | ||||||||
| 77,213,467 | 170,861 | 52,447 | 0 | ||||||||
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
| Exhibit No. | Description | |||||||
| 104 | Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document. | |||||||
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.
| NPK International Inc. | |||||||||||
| (Registrant) | |||||||||||
| Date: | May 20, 2026 | By: | /s/ M. Celeste Frugé | ||||||||
| M. Celeste Frugé | |||||||||||
| VP, General Counsel and Corporate Secretary | |||||||||||