STOCK TITAN

Zurn Elkay (ZWS) investors approve directors, pay plan and Ernst & Young

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Zurn Elkay Water Solutions Corporation reported leadership and governance updates. The company announced that Sudhanshu Chhabra, Executive Vice President, Zurn Elkay Business Systems, will transition into an advisory role effective April 30, 2026.

At the April 30, 2026 Annual Meeting, stockholders elected three directors—Thomas D. Christopoul, Emma M. McTague, and Peggy N. Troy—to three-year terms ending at the 2029 Annual Meeting, each receiving over 92% of votes cast in favor. Stockholders also approved, on a non-binding advisory basis, the compensation of the company’s named executive officers, with 87.6% of votes cast in favor, and ratified Ernst & Young LLP as independent registered public accounting firm for fiscal 2026 with 98.1% support. There were 167,542,304 common shares eligible to vote as of the March 3, 2026 record date.

Positive

  • None.

Negative

  • None.
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 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.
Shares eligible to vote 167,542,304 shares Outstanding common stock as of March 3, 2026 record date
Director vote – Emma M. McTague 145,704,035 votes for Director election for term expiring at 2029 Annual Meeting
Director vote – Thomas D. Christopoul 144,469,674 votes for Director election for term expiring at 2029 Annual Meeting
Director vote – Peggy N. Troy 140,086,587 votes for Director election for term expiring at 2029 Annual Meeting
Say-on-pay support 87.6% for votes cast Advisory vote on compensation of named executive officers
Auditor ratification support 98.1% for votes cast Ratification of Ernst & Young LLP for fiscal 2026
Auditor ratification for votes 155,016,328 votes for Ratification of Ernst & Young LLP as independent registered public accounting firm
non-binding, advisory basis regulatory
"approved on a non-binding, advisory basis, the compensation of the Company’s named executive officers"
independent registered public accounting firm regulatory
"ratified the selection of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 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.
broker non-votes financial
"Votes FOR | Votes Withheld | Broker Non-Votes | % of FOR Votes Cast"
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.
Annual Meeting of Stockholders regulatory
"The Company held its Annual Meeting of Stockholders on April 30, 2026"
record date regulatory
"eligible to vote as of March 3, 2026, the record date for the 2026 Annual Meeting"
The record date is the specific day when a company determines which shareholders are eligible to receive a dividend or participate in an upcoming vote. It’s like a cutoff date; if you own the stock on that day, you get the benefits or voting rights. This date matters because it decides who qualifies for certain company benefits.
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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): April 30, 2026
 
 
ZURN ELKAY WATER SOLUTIONS CORPORATION
(Exact name of Registrant as specified in its charter)
 
Delaware001-3547520-5197013
(State or Other Jurisdiction of Incorporation)(Commission File Number)(I.R.S. Employer Identification No.)
 
511 W. Freshwater Way 53204
Milwaukee,Wisconsin
(Address of principal executive offices)(Zip Code)

(855480-5050
(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 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 ClassTrading Symbol(s)Name of Each Exchange on Which Registered
Common Stock $.01 par valueZWSThe New York Stock Exchange
 

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 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On April 30, 2026, Zurn Elkay Water Solutions Corporation (the “Company”) announced that Sudhanshu Chhabra, Executive Vice President, Zurn Elkay Business Systems, will transition into an advisory role effective April 30, 2026.

Item 5.07 Submission of Matters to a Vote of Security Holders.

The Company held its Annual Meeting of Stockholders on April 30, 2026 (the "2026 Annual Meeting"). The Company’s stockholders: (i) elected three directors to the Company’s Board of Directors to serve for three-year terms expiring at the Annual Meeting to be held in 2029; (ii) approved on a non-binding, advisory basis, the compensation of the Company’s named executive officers, as disclosed in the Proxy Statement; and (iii) ratified the selection of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026 (“Fiscal 2026”). There were 167,542,304 outstanding shares of the Company’s common stock eligible to vote as of March 3, 2026, the record date for the 2026 Annual Meeting.

The directors elected to the Company’s Board for terms expiring at the 2029 Annual Meeting as indicated below, as well as the number of votes cast for, votes withheld and broker non-votes with respect to each of these individuals, are set forth below:

Director (2029)Votes FORVotes WithheldBroker Non-Votes% of FOR Votes Cast
Thomas D. Christopoul144,469,6747,736,7245,902,05294.9%
Emma M. McTague145,704,0356,502,3635,902,05295.7%
Peggy N. Troy140,086,58712,119,8115,902,05292.0%
The terms of office for the following directors continue until the Annual Meeting in the year set forth below:
DirectorTermDirectorTerm
Todd A. Adams2027Mark S. Bartlett2028
George C. Moore2027Don Butler2028
Rosemary Schooler2027Timothy J. Jahnke2028
David C. Longren2028
The advisory vote regarding the compensation of the Company’s named executive officers, as disclosed in “Compensation Discussion and Analysis” and “Executive Compensation” in the Proxy Statement, received the following votes:
Votes FOR ApprovalVotes AgainstAbstentionsBroker Non-Votes% of FOR Votes Cast
Advisory Vote re: Compensation of NEOs133,069,94918,889,005247,4425,902,05287.6%
2


The proposal to ratify the selection of Ernst & Young LLP as the Company’s independent registered public accounting firm for Fiscal 2026 received the following votes:
Votes FOR ApprovalVotes AgainstAbstentionsBroker Non-Votes% of FOR Votes Cast
Ratification of Ernst & Young LLP155,016,3283,013,55578,56798.1%
3


SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, Zurn Elkay Water Solutions Corporation has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized this 1st day of May, 2026.
ZURN ELKAY WATER SOLUTIONS CORPORATION
By:/s/    Jeffrey J. LaValle
 Jeffrey J. LaValle
 Vice President, General Counsel and Secretary
4

FAQ

What leadership change did Zurn Elkay Water Solutions (ZWS) announce on April 30, 2026?

Zurn Elkay announced that Sudhanshu Chhabra, Executive Vice President, Zurn Elkay Business Systems, will move into an advisory role effective April 30, 2026. This shifts his responsibilities from an executive operating position to an advisory capacity within the company’s leadership structure.

Which directors were elected at Zurn Elkay Water Solutions’ 2026 Annual Meeting?

Stockholders elected Thomas D. Christopoul, Emma M. McTague, and Peggy N. Troy to the Board for terms expiring at the 2029 Annual Meeting. Each received strong support, with for-vote percentages of 94.9%, 95.7%, and 92.0%, respectively, indicating broad shareholder backing.

How did Zurn Elkay Water Solutions (ZWS) stockholders vote on executive compensation in 2026?

Stockholders approved, on a non-binding advisory basis, the compensation of Zurn Elkay’s named executive officers. The advisory proposal received 133,069,949 votes for, 18,889,005 against, 247,442 abstentions, and 5,902,052 broker non-votes, reflecting 87.6% of votes cast in favor.

Did Zurn Elkay Water Solutions’ stockholders ratify Ernst & Young LLP for fiscal 2026?

Yes. Stockholders ratified the selection of Ernst & Young LLP as independent registered public accounting firm for fiscal 2026. The vote totaled 155,016,328 for approval, 3,013,555 against, and 78,567 abstentions, with 98.1% of votes cast supporting the ratification.

How many Zurn Elkay Water Solutions shares were eligible to vote at the 2026 Annual Meeting?

There were 167,542,304 outstanding shares of Zurn Elkay Water Solutions common stock eligible to vote as of March 3, 2026, the record date for the 2026 Annual Meeting. These shares formed the basis for quorum and voting power on all meeting proposals.

What were the key stockholder proposals at Zurn Elkay Water Solutions’ 2026 Annual Meeting?

Key proposals were the election of three directors for terms expiring in 2029, an advisory vote on named executive officer compensation, and ratification of Ernst & Young LLP as independent registered public accounting firm for fiscal 2026. All three proposals received stockholder approval.

Filing Exhibits & Attachments

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