FULLER H B CO 8-K

What Happened
H.B. Fuller Company (FUL) filed an 8-K (filed April 17, 2026) reporting the results of its April 16, 2026 Annual Meeting of Shareholders. Shareholders elected three directors to three-year terms, ratified the appointment of Ernst & Young LLP as independent registered public accounting firm for the fiscal year ending November 28, 2026, and approved a non-binding advisory vote on executive compensation.

Key Details

• Shares outstanding and turnout: 54,475,433 common shares entitled to vote; 51,790,961 shares represented at the meeting (quorum present; ~95.1% turnout).
• Director elections (three-year terms):
  • Daniel L. Florness — For: 48,626,297; Withheld: 1,441,395; Broker non-votes: 1,723,269
  • Celine C. Martin — For: 49,746,243; Withheld: 321,449; Broker non-votes: 1,723,269
  • Teresa J. Rasmussen — For: 47,640,273; Withheld: 2,427,419; Broker non-votes: 1,723,269
• Auditor ratification: Ernst & Young LLP ratified — For: 51,490,426; Against: 286,686; Abstain: 13,849.
• Advisory “say-on-pay” vote: For: 48,718,166; Against: 1,227,485; Abstain: 122,041; Broker non-votes: 1,723,269.

Why It Matters
These results confirm the company’s board composition for the next three years and maintain audit firm continuity with Ernst & Young, which matters for financial reporting and oversight. The advisory approval of executive compensation (a non-binding vote) indicates majority investor support for the company’s pay practices as disclosed in the 2026 proxy. High turnout and the vote breakdowns (including broker non-votes) provide investors insight into shareholder engagement and governance alignment.