Weyco Group (WEYS) 2026 meeting elects board, backs pay and auditor

Q: Did WEYS shareholders approve executive compensation in the 2026 say-on-pay vote?

Yes. The advisory say-on-pay proposal passed with 6,619,839 votes for and 1,246,596 against, plus 18,381 abstentions and 593,802 broker non-votes. This shows shareholder support for Weyco Group’s named executive officer compensation program in the reported period.

Filing Impact

(High)

Filing Sentiment

(Neutral)

Form Type

8-K

Rhea-AI Filing Summary

Weyco Group, Inc. reported results of its 2026 Annual Meeting of Shareholders held on May 5, 2026. Shareholders elected seven directors to one-year terms ending at the 2027 annual meeting, with each nominee receiving over 7.3 million votes in favor and broker non-votes of 593,802.

Shareholders also ratified the Audit Committee’s selection of Deloitte & Touche LLP as independent registered public accounting firm for the year ending December 31, 2026, with 8,473,665 votes for and 3,321 against. In an advisory vote, shareholders approved the compensation of the company’s named executive officers with 6,619,839 votes for, 1,246,596 against, and 18,381 abstentions.

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

Shares eligible to vote: 9,531,214 shares Auditor ratification votes for: 8,473,665 votes Auditor ratification votes against: 3,321 votes +3 more

6 metrics

Shares eligible to vote 9,531,214 shares Outstanding shares eligible to vote as of March 13, 2026

Auditor ratification votes for 8,473,665 votes Votes for ratifying Deloitte & Touche LLP for year ending December 31, 2026

Auditor ratification votes against 3,321 votes Votes against ratifying Deloitte & Touche LLP for 2026

Say-on-pay votes for 6,619,839 votes Votes approving named executive officer compensation in advisory vote

Say-on-pay votes against 1,246,596 votes Votes against named executive officer compensation in advisory vote

Director votes for (example nominee) 7,855,701 votes Votes for director nominee Becky Kryger

Key Terms

Annual Meeting of Shareholders, independent registered public accounting firm, broker non-votes, advisory vote, +1 more

5 terms

Annual Meeting of Shareholders regulatory

"The Company held its 2026 Annual Meeting of Shareholders on May 5, 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.

independent registered public accounting firm regulatory

"ratify the Audit Committee’s 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.

broker non-votes financial

"Votes For, Votes Withheld and Broker Non-Votes for each individual are set forth below"

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.

advisory vote regulatory

"The compensation of the Company’s named executive officers was approved by shareholders in an advisory vote"

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.

named executive officers financial

"The compensation of the Company’s named executive officers was approved by shareholders"

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.

Understanding 8-K Material Events →

05/07/2026 - 03:38 PM

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 5, 2026

WEYCO GROUP, INC.

(Exact name of registrant as specified in its charter)

Wisconsin

0-9068

39-0702200

(State or other jurisdiction

of incorporation)

(Commission

File Number)

(IRS Employer

Identification No.)

333 W. Estabrook Blvd.

Glendale, WI

53212

(Address of principal executive offices)

(Zip Code)

Registrant’s telephone number, including area code: (414) 908-1600

(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	Name of each exchange on which registered
Common Stock - $1.00 par value per share	WEYS	The Nasdaq Stock Market

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

The Company held its 2026 Annual Meeting of Shareholders on May 5, 2026. There were 9,531,214 outstanding shares eligible to vote as of March 13, 2026, the record date for the 2026 Annual Meeting. At the meeting, the following actions were taken:

(i)The shareholders elected seven directors to the Company’s Board of Directors for terms expiring at the Annual Meeting in the year 2027. The directors elected, as well as the number of votes cast for, votes withheld and broker non-votes for each individual are set forth below:


	Nominee	Votes For		Votes Withheld		Broker Non-Votes
Tina Chang		7,605,243	279,573		593,802
John W. Florsheim		7,849,912	34,904		593,802
Thomas W. Florsheim		7,330,199	554,617		593,802
Thomas W. Florsheim, Jr.		7,844,041	40,775		593,802
Becky Kryger		7,855,701	29,115		593,802
Cory L. Nettles		7,636,999	247,817		593,802
Frederick P. Stratton, Jr.		7,729,669	155,147		593,802

(ii)The shareholders approved a proposal to ratify the Audit Committee’s appointment of Deloitte & Touche, LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2026, with the following votes:


	Amount
Votes for approval:	8,473,665
Votes against:	3,321
Abstentions:	1,632
Broker Non-Votes:	-

(iii)The compensation of the Company’s named executive officers was approved by shareholders in an advisory vote, with the following votes:


	Amount
Votes for approval:	6,619,839
Votes against:	1,246,596
Abstentions:	18,381
Broker Non-Votes:	593,802

* * * * *

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.


Date: May 7, 2026	WEYCO GROUP, INC.

	/s/ Judy Anderson
	Judy Anderson
	Vice President, Chief Financial Officer and Secretary

Source: View Original Filing on SEC EDGAR

FAQ

What did WEYS shareholders vote on at the 2026 annual meeting?

Shareholders elected seven directors, ratified Deloitte & Touche LLP as independent auditor for 2026, and approved named executive officer compensation in an advisory vote. These items cover board composition, audit oversight, and pay practices for Weyco Group’s leadership team.

How many WEYS shares were eligible to vote at the 2026 meeting?

There were 9,531,214 outstanding shares eligible to vote as of March 13, 2026, the record date. This figure represents the voting base used to assess support levels for director elections, auditor ratification, and the advisory executive compensation proposal.

Was Deloitte & Touche LLP ratified as Weyco Group’s auditor for 2026?

Yes. Shareholders ratified Deloitte & Touche LLP as Weyco Group’s independent registered public accounting firm for 2026, with 8,473,665 votes for, 3,321 against, and 1,632 abstentions. There were no broker non-votes reported on this auditor ratification proposal.

Did WEYS shareholders approve executive compensation in the 2026 say-on-pay vote?

Yes. The advisory say-on-pay proposal passed with 6,619,839 votes for and 1,246,596 against, plus 18,381 abstentions and 593,802 broker non-votes. This shows shareholder support for Weyco Group’s named executive officer compensation program in the reported period.

How strong was support for Weyco Group’s director nominees in 2026?

Each of the seven nominees received more than 7.3 million votes for election. For example, nominee Becky Kryger received 7,855,701 votes for and 29,115 withheld, with 593,802 broker non-votes, indicating broad shareholder backing for the full board slate.

Filing Exhibits & Attachments

4 documents