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Primo Brands Corp · Apr 30, 4:15 PM ET

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Primo Brands Corp 8-K

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Primo Brands Corp Announces Annual Meeting Results — Directors Re-Elected

What Happened
Primo Brands Corporation filed an 8-K on April 30, 2026 reporting the results of its April 28, 2026 Annual Meeting of Stockholders. A total of 348,936,785 shares of Class A common stock (≈96.1% of outstanding shares as of the March 5, 2026 record date) were present or represented by proxy. Ten directors were elected to serve until the 2027 annual meeting: Britta Bomhard, Susan E. Cates, Michael Cramer, Eric J. Foss, Jerry Fowden, Tony W. Lee, Minsok Pak, Billy D. Prim, Allison Spector and Steven P. Stanbrook. PricewaterhouseCoopers LLP was ratified as the Company’s independent registered public accounting firm for 2026, and the advisory (non-binding) vote on named executive officer compensation was approved.

Key Details

  • Meeting attendance: 348,936,785 shares voted (≈96.1% of outstanding Common Stock as of March 5, 2026).
  • Directors elected: all ten nominees were elected; FOR votes ranged by nominee (examples: Allison Spector — 337,889,740 FOR; Jerry Fowden — 334,375,557 FOR). Broker non-votes: 10,671,447.
  • Auditor ratification (Item 2): 348,863,238 FOR, 60,819 AGAINST, 12,728 ABSTAINED.
  • Advisory vote on executive compensation (Item 3): 334,569,791 FOR, 3,646,738 AGAINST, 48,809 ABSTAINED (10,671,447 broker non-votes).

Why It Matters
The votes confirm board continuity for the coming year and maintain the current leadership team, which is material for governance and strategic oversight. Ratification of PwC as auditor secures the Company’s independent accounting oversight for 2026. The advisory approval of executive compensation signals shareholder support for the company’s pay practices, though it is non-binding. High turnout (~96%) indicates strong shareholder engagement in these governance matters.

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