Westlake (NYSE: WLK) investors approve directors, say-on-pay and PwC as 2026 auditor

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Filing Exhibits & Attachments

Q: What were the broker non-votes reported at Westlake Corporation’s 2026 meeting?

8-K Event Classification

Key Figures

Key Terms

What did Westlake Corporation (WLK) stockholders vote on at the 2026 annual meeting?

Were all Westlake Corporation (WLK) director nominees elected in 2026?

How did Westlake Corporation (WLK) shareholders vote on executive compensation in 2026?

Which audit firm did Westlake Corporation (WLK) shareholders ratify for 2026?

What were the broker non-votes reported at Westlake Corporation’s 2026 meeting?

Broker non-votes totaled 1,921,982 shares for the director elections and the advisory vote on executive compensation. Broker non-votes arise when brokers lack discretionary authority to vote on certain proposals without client instructions.

Filing Impact

(Moderate)

Filing Sentiment

(Neutral)

Form Type

8-K

Westlake Corporation reported results of its 2026 annual stockholder meeting. Stockholders elected five directors to the Board, with votes for individual nominees ranging from 116,153,586 to 122,162,962 shares, plus broker non-votes. An advisory vote to approve named executive officer compensation passed with 121,890,636 votes for, 1,497,095 against and 88,139 abstentions, along with 1,921,982 broker non-votes. Stockholders also ratified the appointment of PricewaterhouseCoopers LLP as independent registered public accounting firm for the fiscal year ending December 31, 2026, with 124,742,536 votes for, 643,992 against and 11,324 abstentions.

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.

Votes for highest-supported director: 122,162,962 shares Votes for lowest-supported director: 116,153,586 shares Say-on-pay votes for: 121,890,636 shares +4 more

7 metrics

Votes for highest-supported director 122,162,962 shares Votes for director nominee Kimberly S. Lubel

Votes for lowest-supported director 116,153,586 shares Votes for director nominee Jeffrey W. Sheets

Say-on-pay votes for 121,890,636 shares Advisory approval of named executive officer compensation

Say-on-pay votes against 1,497,095 shares Advisory approval of named executive officer compensation

Broker non-votes on say-on-pay 1,921,982 shares Advisory vote on named executive officer compensation

Auditor ratification votes for 124,742,536 shares Ratification of PricewaterhouseCoopers LLP for 2026

Auditor ratification votes against 643,992 shares Ratification of PricewaterhouseCoopers LLP for 2026

broker non-votes, advisory vote to approve named executive officer compensation, independent registered public accounting firm, annual meeting of stockholders

4 terms

broker non-votes financial

"The following tabulation sets forth the number of votes cast for, against or withheld and the number of abstentions and broker non-votes, as applicable."

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 to approve named executive officer compensation financial

"the advisory vote to approve named executive officer compensation was approved"

independent registered public accounting firm financial

"the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026 was ratified"

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.

annual meeting of stockholders financial

"Three matters were voted upon by the stockholders of Westlake Corporation at its annual meeting of stockholders held on May 14, 2026"

Understanding 8-K Material Events →

05/18/2026 - 05:00 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 14, 2026

Westlake Corporation

(Exact name of registrant as specified in its charter)

Delaware

001-32260

76-0346924

(State or other jurisdiction

of incorporation)

(Commission

File Number)

(I.R.S. Employer

Identification No.)

2801 Post Oak Boulevard, Suite 600

Houston, Texas

77056

(Address of principal executive offices)

(Zip Code)

Registrant’s telephone number, including area code: (713) 960-9111

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 240.13e-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	WLK	The New York Stock Exchange
1.625% Senior Notes due 2029	WLK 29	The New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in 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.

Three matters were voted upon by the stockholders of Westlake Corporation (the “Company”) at its annual meeting of stockholders held on May 14, 2026 (the “2026 Annual Meeting”): (1) five members of the Board of Directors of the Company were elected; (2) the advisory vote to approve named executive officer compensation was approved; and (3) the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026 was ratified. The following tabulation sets forth the number of votes cast for, against or withheld and the number of abstentions and broker non-votes, as applicable.


Election of Directors	Votes For	Votes Withheld	Broker Non-Votes
Catherine T. Chao	118,730,522	4,745,348	1,921,982
Roger A. Cregg	122,103,557	1,372,313	1,921,982
Jean-Marc Gilson	120,226,360	3,249,510	1,921,982
Kimberly S. Lubel	122,162,962	1,312,908	1,921,982
Jeffrey W. Sheets	116,153,586	7,322,284	1,921,982


	Votes For	Votes Against	Abstentions	Broker Non-Votes
Advisory vote to approve named executive officer compensation	121,890,636	1,497,095	88,139	1,921,982


	Votes For	Votes Against	Abstentions
Ratification of the appointment of PricewaterhouseCoopers LLP	124,742,536	643,992	11,324

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.

Source: View Original Filing on SEC EDGAR

Stockholders voted on three items: electing five directors, approving an advisory vote on named executive officer compensation, and ratifying PricewaterhouseCoopers LLP as independent auditor for the fiscal year ending December 31, 2026.

All five director nominees were elected. Votes for individual directors ranged from 116,153,586 to 122,162,962 shares, with additional broker non-votes reported for each nominee in the tabulation provided.

Shareholders approved the advisory vote on named executive officer compensation with 121,890,636 votes for, 1,497,095 against, 88,139 abstentions and 1,921,982 broker non-votes, indicating support for the company’s current executive pay program.

Shareholders ratified PricewaterhouseCoopers LLP as independent registered public accounting firm for the fiscal year ending December 31, 2026, with 124,742,536 votes for, 643,992 against and 11,324 abstentions recorded.

Broker non-votes totaled 1,921,982 shares for the director elections and the advisory vote on executive compensation. Broker non-votes arise when brokers lack discretionary authority to vote on certain proposals without client instructions.

WESTLAKE CORPORATION

Date: May 18, 2026

/s/ L. Benjamin Ederington

L. Benjamin Ederington

Executive Vice President, Legal and External Affairs

4 documents