FLOWSERVE CORP 8-K

What Happened

• Flowserve Corporation announced a Board‑approved amendment to its By‑Laws, effective May 14, 2026, reducing the number of directors from eleven to nine.
• The company also held a virtual 2026 Annual Meeting on May 14, 2026. There were 116,322,393 shares present, representing 91.02% of the 127,795,413 shares outstanding and entitled to vote as of the March 17, 2026 record date. All director nominees listed in the filing were elected to one‑year terms expiring in 2027.

Key Details

• By‑Laws change: Board size decreased from 11 to 9, effective May 14, 2026.
• Shareholder participation: 116,322,393 shares present (91.02% of outstanding voting shares).
• Say‑on‑pay (advisory vote on executive compensation): Approved — For: 103,981,326; Against: 6,568,078; Abstained: 114,221; Broker non‑votes: 5,658,768.
• Shareholder proposal on annual advisory votes for stock repurchases: Defeated — For: 4,009,237; Against: 105,292,037; Abstained: 1,362,351; Broker non‑votes: 5,658,768.
• Auditor ratification: PricewaterhouseCoopers LLP ratified as independent auditor — For: 107,511,502; Against: 8,772,962; Abstained: 37,929.

Why It Matters

• Governance: Reducing the board from 11 to 9 may reflect a desire to streamline oversight or a board refresh; it changes the pool of available board seats for current and prospective directors.
• Investor signals: The approved advisory vote on executive compensation and the ratification of PwC show continued shareholder support for management and auditor choice.
• Repurchase policy: The decisive rejection of the proposal for annual advisory votes on repurchases indicates shareholders do not currently favor adding a recurring vote on buyback programs.
• No financial results were reported in this 8‑K; investors should look to Flowserve’s earnings releases or SEC filings for revenue or quarterly performance information.