FASTENAL CO 8-K

What Happened

• Fastenal Company announced that at its April 23, 2026 annual meeting of shareholders in Winona, Minnesota, shareholders approved two equity compensation plans: the Fastenal Company Employee Restricted Stock Unit Plan and the Fastenal Company Non‑Employee Director Stock and Restricted Stock Unit Plan.
• The company filed a Current Report on Form 8-K on April 29, 2026 (Item 5.02) disclosing the approvals and incorporated the full plan texts as Exhibit 10.1 and Exhibit 10.2 by reference to earlier 8‑K exhibits. The proxy descriptions appear under "Proposal #4" and "Proposal #5" of the definitive proxy statement for the 2026 Annual Meeting. The report was signed by Sheryl A. Lisowski, Executive Vice President — Chief Accounting Officer and Treasurer.

Key Details

• Date of shareholder approval: April 23, 2026 (2026 Annual Meeting).
• Plans approved: Employee Restricted Stock Unit Plan (Exhibit 10.1) and Non‑Employee Director Stock and Restricted Stock Unit Plan (Exhibit 10.2).
• Form 8‑K filing date: April 29, 2026 (Items reported: 5.02 and exhibits listed under 9.01).
• Plan descriptions available in the proxy under Proposal #4 and Proposal #5; full plan documents are filed as exhibits for investor review.

Why It Matters

• These approvals authorize Fastenal to grant restricted stock units and related equity awards to employees and non‑employee directors going forward, which management uses for hiring, retention, and aligning interests with shareholders.
• Equity awards can lead to future share issuances and potential dilution; investors who track share count and dilution should review the filed plan documents and proxy for specifics (share reserves, vesting schedules, grant limits).
• The 8‑K provides the official documentation for these changes; review Exhibits 10.1/10.2 and the proxy proposals for the detailed terms that may affect future equity compensation and outstanding shares.