$PRM·8-K

Perimeter Solutions, Inc. · May 28, 1:37 PM ET

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Perimeter Solutions, Inc. 8-K

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Perimeter Solutions Reports 2026 Annual Meeting Voting Results

What Happened
Perimeter Solutions, Inc. (PRM) held its 2026 Annual Meeting of Stockholders virtually on May 28, 2026 and announced the voting results. Stockholders elected eight director nominees to one-year terms expiring at the 2027 Annual Meeting: W. Nicholas Howley; William N. Thorndike, Jr.; Haitham Khouri; Tracy Britt Cool; Sean Hennessy; Robert S. Henderson; Bernt Iversen II; and Jorge L. Valladares III. The advisory vote on named executive officer compensation (“say-on-pay”) was approved, and stockholders ratified KPMG LLP as the company’s independent registered public accounting firm for the year ending December 31, 2026.

Key Details

  • Director elections (term through 2027 Annual Meeting): vote totals (For / Against / Abstain / Broker Non-Vote) included:
    • W. Nicholas Howley: 121,989,074 / 15,152,296 / 4,446 / 11,322,610
    • Haitham Khouri: 136,227,039 / 898,148 / 20,629 / 11,322,610
    • Tracy Britt Cool: 81,334,482 / 55,806,283 / 5,052 / 11,322,610
    • Jorge L. Valladares III: 135,313,069 / 1,798,521 / 34,226 / 11,322,610
  • Proposal 2 (advisory approval of executive compensation): For 135,811,367; Against 1,314,007; Abstain 20,442; Broker Non-Vote 11,322,610.
  • Proposal 3 (ratify KPMG as auditor for 2026): For 148,255,291; Against 12,597; Abstain 200,538.

Why It Matters
These outcomes confirm the company’s board leadership for the next year and show strong shareholder endorsement of executive compensation and the auditor selection. Investors should note the voting levels—particularly the substantial opposing votes for some director nominees (e.g., Tracy Britt Cool)—as indicators of shareholder sentiment on governance. Ratification of KPMG ensures continuity in external audit oversight for the 2026 fiscal year.

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