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Pool Corporation (NASDAQ: POOL) outlines CEO Peter Arvan separation pay and stock vesting

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(Neutral)
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Form Type
8-K/A

Rhea-AI Filing Summary

Pool Corporation filed an amendment to detail the separation agreement with former President and CEO Peter D. Arvan, who resigned effective May 4, 2026. Under the agreement, he will receive base salary continuation for 54 weeks and reimbursement of health insurance premiums for twelve months.

Mr. Arvan remains eligible to continue vesting up to 55,156 performance-based restricted stock awards, subject to achieving performance goals, and up to 21,870 time-based restricted stock awards, provided he complies with non-competition and other separation terms. The agreement includes a general release of claims, confidentiality, non-disparagement, and is subject to the company’s compensation clawback policy.

Positive

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Negative

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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 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Salary continuation period 54 weeks of base salary Severance term after CEO termination
Health premium reimbursement 12 months Duration of health insurance premium reimbursement
Performance-based RS awards eligible 55,156 shares Maximum performance-based restricted stock awards that may continue vesting
Time-based RS awards eligible 21,870 shares Maximum restricted stock awards that may continue vesting
Exhibit reference Exhibit 10.1 Filed separation agreement and general release
Separation Agreement and General Release financial
"the Company and Mr. Arvan entered into a separation agreement and general release"
performance-based restricted stock awards financial
"eligible to continue vesting up to 55,156 shares of performance-based restricted stock awards"
non-competition requirements financial
"provided he continues to comply with the non-competition requirements and the terms of the Separation Agreement"
non-disparagement provisions financial
"non-competition, confidentiality, and non-disparagement provisions"
compensation Clawback Policy financial
"subject to recovery by the Company in accordance with the Company’s compensation Clawback Policy"
Understanding 8-K Material Events →
true000094584100009458412026-05-082026-05-08

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

______________

FORM 8-K/A

(Amendment No. 1)

______________

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 8, 2026

______________

 

POOL CORPORATION

(Exact name of registrant as specified in its charter)

 

 

Delaware

0-26640

36-3943363

(State or other jurisdiction of

(Commission File Number)

(IRS Employer

incorporation or organization)

 

Identification No.)

 

 

109 Northpark Boulevard,

 

 

Covington,

Louisiana

 

70433-5001

(Address of principal executive offices)

 

(Zip Code)

(985) 892-5521

(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 obligations 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

POOL

Nasdaq Global Select Market

 

 

 

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. o

 

 

 

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

 

As previously disclosed on a Current Report on Form 8-K filed by Pool Corporation (the “Company”) on May 4, 2026 (the “Original Form 8-K”), the Company and Peter D. Arvan mutually agreed that Mr. Arvan will cease to serve as President and Chief Executive Officer, effective May 4, 2026. Accordingly, the Company and Mr. Arvan entered into a separation agreement and general release (the “Separation Agreement”). The Company is filing this Amendment No. 1 (the “Amendment”) to the Original Form 8-K to provide information regarding the Separation Agreement, which was not available at the time of filing of the Original Form 8-K.

 

As a result of Mr. Arvan’s resignation, under the Separation Agreement, he will receive his base salary for a period of 54 weeks after termination. In addition, Mr. Arvan is entitled to reimbursement of health insurance premiums for twelve months and will be eligible to continue vesting up to 55,156 shares of performance-based restricted stock awards subject to achievement of the applicable performance goals and up to 21,870 shares of restricted stock awards, in both cases provided he continues to comply with the non-competition requirements and the terms of the Separation Agreement. Receipt of these severance benefits is conditioned upon Mr. Arvan’s execution of a general release of claims, allowing such release to become effective and continued compliance with any applicable post-termination obligations as set forth in the Separation Agreement.

The Separation Agreement includes customary waiver and release provisions in favor of the Company, as well as non-competition, confidentiality, and non-disparagement provisions. In addition, certain payments and benefits due to Mr. Arvan under the Separation Agreement are subject to recovery by the Company in accordance with the Company’s compensation Clawback Policy and also upon the occurrence of certain specified events. The foregoing description of the Separation Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the agreement, a copy of which is filed as Exhibit 10.1 hereto and incorporated herein by reference.

 

Except as expressly set forth herein, this Amendment does not amend the Original Form 8-K in any way and does not modify or update any other disclosures contained in the Original Form 8-K. This Amendment supplements the Original 8-K and should be read in conjunction with the Original Form 8-K.

 

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

10.1

Separation Agreement and General Release, dated as of May 8, 2026

104

Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

 

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.

 

 

 

 

POOL CORPORATION

 

 

 

 

 

 

 

 

 

 

 

 

 

By:

 /s/ Melanie M. Hart

 

 

 

 

      Melanie M. Hart

 

 

 

 

Senior Vice President and Chief Financial Officer

 

 

 

 

 

 

 

 

 

 

 

Dated: May 8, 2026

 

 

Source: View Original Filing on SEC EDGAR

FAQ

What does Pool Corporation (POOL) disclose in this 8-K/A amendment?

Pool Corporation discloses detailed terms of a separation agreement with former President and CEO Peter D. Arvan. It outlines severance pay, benefit continuation, equity vesting eligibility, restrictive covenants, and clawback provisions that govern his post-termination relationship with the company.

What severance will former CEO Peter D. Arvan receive from Pool Corporation (POOL)?

Peter D. Arvan will receive continuation of his base salary for 54 weeks following his termination. He is also entitled to reimbursement of health insurance premiums for twelve months, conditioned on signing a general release and complying with ongoing post-termination obligations in the separation agreement.

How are Pool Corporation (POOL) equity awards treated in Peter D. Arvan’s separation?

Peter D. Arvan remains eligible to continue vesting up to 55,156 performance-based restricted stock awards and up to 21,870 restricted stock awards. Vesting depends on meeting performance goals for performance-based awards and continued compliance with non-competition and other terms in the separation agreement.

What conditions must Peter D. Arvan meet to receive Pool Corporation (POOL) severance benefits?

To receive severance and continued vesting, Peter D. Arvan must execute a general release of claims, allow it to become effective, and comply with post-termination obligations, including non-competition, confidentiality, and non-disparagement provisions described in the separation agreement.

Does Pool Corporation (POOL) apply its clawback policy to payments under this separation agreement?

Yes. Certain payments and benefits due to Peter D. Arvan under the separation agreement are subject to recovery under Pool Corporation’s compensation clawback policy and upon specified events, providing the company a mechanism to recoup compensation in defined circumstances.

Where can investors find the full Pool Corporation (POOL) separation agreement with Peter D. Arvan?

The complete separation agreement and general release with Peter D. Arvan is filed as Exhibit 10.1 to this amendment. It is incorporated by reference and provides the full legal terms beyond the summarized description in the body of the current report.

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