WATERS CORP /DE/ 8-K

What Happened

• Waters Corp (WAT) filed an 8-K on Jan 27, 2026 reporting that its special meeting of shareholders approved the Share Issuance Proposal under the Merger Agreement. About 54,072,110 shares (≈90.80% of voting stock) were present or represented by proxy. The vote tally was 53,910,265 FOR, 136,468 AGAINST and 25,377 ABSTAIN. Because the issuance proposal passed, an adjournment vote was not needed.

Key Details

• Shareholder turnout: ~54,072,110 shares, representing ~90.80% of outstanding voting stock.
• Vote result: 53,910,265 FOR; 136,468 AGAINST; 25,377 ABSTAIN.
• Expected closing: The Transactions are expected to close on February 9, 2026, subject to satisfaction or waiver of remaining customary closing conditions.
• Related filings: Proxy Statement/Prospectus and related registration materials were filed and declared effective in December 2025 (Registration Statement effective Dec 23, 2025; Form 10 effective Dec 31, 2025).

Why It Matters

• The shareholder approval clears a key shareholder vote required to issue Waters common stock under the Merger Agreement, enabling the planned transaction to move toward closing. Investors should note the Feb 9, 2026 expected close date but also that closing remains subject to customary conditions and risks disclosed in Waters’ filings (including forward‑looking statements about timing and completion).