Park-Ohio (PKOH) investors approve directors, pay and Ernst & Young at 2026 meeting

Filing Impact

(High)

Filing Sentiment

(Neutral)

Form Type

8-K

Rhea-AI Filing Summary

Park-Ohio Holdings Corp. reported the results of its Annual Meeting of Shareholders held on May 14, 2026. Shareholders elected Patrick V. Auletta, Howard W. Hanna IV and Dan T. Moore III as directors to serve until the 2029 Annual Meeting of Shareholders.

Shareholders also approved, on an advisory basis, the Company’s named executive officer compensation and ratified the appointment of Ernst & Young LLP as the independent public accounting firm for 2026, indicating broad support for current leadership, pay practices and audit arrangements.

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 Auletta: 12,380,526 votes Votes for Hanna IV: 12,464,393 votes Votes for Moore III: 11,343,510 votes +3 more

6 metrics

Votes for Auletta 12,380,526 votes Director Patrick V. Auletta election

Votes for Hanna IV 12,464,393 votes Director Howard W. Hanna IV election

Votes for Moore III 11,343,510 votes Director Dan T. Moore III election

Broker non-votes 542,066 votes Each director nominee

Say-on-pay support 12,322,715 votes Votes for named executive officer compensation

Auditor ratification for 13,157,427 votes Ratifying Ernst & Young LLP for 2026

Key Terms

broker non-vote, named executive officer compensation, advisory basis, independent public accounting firm, +1 more

5 terms

broker non-vote financial

"Director Nominee | For | Withheld | Broker Non-Vote"

named executive officer compensation financial

"The shareholders approved, on an advisory basis, 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.

advisory basis financial

"The shareholders approved, on an advisory basis, named executive officer compensation."

independent public accounting firm financial

"the ratification of the appointment of Ernst & Young LLP as the Company’s independent public accounting firm for 2026."

Annual Meeting of Shareholders financial

"held its Annual Meeting of Shareholders on May 14, 2026."

A yearly gathering where a company’s owners (shareholders) vote on key items like electing the board, approving executive pay, and ratifying auditors, and receive updates on performance and strategy. Think of it as an annual town hall for owners: it matters to investors because outcomes and disclosures can affect leadership, corporate direction, dividend and governance policies, and therefore the company’s risk and potential return.

Understanding 8-K Material Events →

05/15/2026 - 10:43 AM

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 14, 2026

Commission file number: 000-03134

PARK-OHIO HOLDINGS CORP.

(Exact name of registrant as specified in its charter)

Ohio

34-1867219

(State or other jurisdiction of incorporation or organization)

(I.R.S. Employer Identification No.)

6065 Parkland Boulevard,

Cleveland,

Ohio

44124

(Address of principal executive offices)

(Zip Code)

Registrant’s telephone number, including area code: (440) 947-2000


Not applicable
(Former name or former address, if changed since last report.)

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 $1.00 Per Share	PKOH	The NASDAQ Stock Market LLC

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 (see General Instruction A.2.):


☐			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))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934.

☐			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.

Park-Ohio Holdings Corp. (the “Company”) held its Annual Meeting of Shareholders on May 14, 2026. The final voting results for the proposals submitted for a vote of shareholders at the Annual Meeting of Shareholders are set forth below.

Proposal 1. The shareholders elected Patrick V. Auletta, Howard W. Hanna IV and Dan T. Moore III as directors of the Company to serve until the 2029 Annual Meeting of Shareholders. The voting results were as follows:


Director Nominee	For	Withheld	Broker Non-Vote
Patrick V. Auletta	12,380,526	298,836	542,066
Howard W. Hanna IV	12,464,393	214,969	542,066
Dan T. Moore III	11,343,510	1,335,852	542,066

Proposal 2. The shareholders approved, on an advisory basis, named executive officer compensation. The voting results were as follows:


For	Against	Abstain	Broker Non-Vote
12,322,715	306,594	50,053	542,066

Proposal 3. The shareholders approved the ratification of the appointment of Ernst & Young LLP as the Company’s independent public accounting firm for 2026. The voting results were as follows:


For	Against	Abstain
13,157,427	61,868	2,133

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.

Park-Ohio Holdings Corp.

(Registrant)

Dated:

May 14, 2026

/s/ Robert D. Vilsack

Robert D. Vilsack

Chief Legal and Administrative Officer, Corporate Secretary

Source: View Original Filing on SEC EDGAR

FAQ

What did Park-Ohio (PKOH) shareholders decide at the 2026 annual meeting?

Shareholders elected three directors to serve until the 2029 annual meeting, approved on an advisory basis named executive officer compensation, and ratified Ernst & Young LLP as independent public accounting firm for 2026, confirming support for governance, pay and audit arrangements.

Which directors were elected at Park-Ohio’s 2026 shareholder meeting?

Shareholders elected Patrick V. Auletta, Howard W. Hanna IV and Dan T. Moore III as directors to serve until the 2029 Annual Meeting of Shareholders, signaling continued backing of the current board composition and its oversight of the company’s long-term strategy.

How did Park-Ohio (PKOH) shareholders vote on executive compensation in 2026?

On an advisory basis, shareholders approved named executive officer compensation, with 12,322,715 votes for, 306,594 against and 50,053 abstentions. This advisory approval suggests shareholders generally support the company’s current executive pay structure and related compensation policies.

Who is Park-Ohio’s independent auditor for 2026 and how was it approved?

Shareholders ratified the appointment of Ernst & Young LLP as Park-Ohio’s independent public accounting firm for 2026, with 13,157,427 votes for, 61,868 against and 2,133 abstentions, indicating strong shareholder support for the chosen auditor and financial reporting oversight.

What were the vote totals for Park-Ohio’s 2026 director elections?

For Patrick V. Auletta, 12,380,526 votes were for and 298,836 withheld. Howard W. Hanna IV received 12,464,393 for and 214,969 withheld. Dan T. Moore III had 11,343,510 for and 1,335,852 withheld, with 542,066 broker non-votes for each nominee.

Filing Exhibits & Attachments

4 documents