PACCAR Inc. Form 8-K Summary
Business Context and Reporting Period
This Current Report on Form 8-K was filed by PACCAR Inc. on April 27, 2026, covering events occurring on April 27 and April 28, 2026. The filing addresses executive compensation adjustments for the 2023-2025 cycle and the results of the annual stockholder meeting held on April 28, 2026.
Key Financial Metrics
The filing does not provide revenue, profit, cash flow, margin, debt, or liquidity metrics. It focuses exclusively on executive compensation figures and stockholder voting results.
- CEO Total Compensation (2025): $19,453,009 (R. P. Feight)
- Median Employee Compensation (2025): $98,350
- CEO Pay Ratio: 198 to 1
Material Changes and Executive Compensation
The Compensation Committee approved Long Term Performance Cash Awards (LTIP Cash Awards) for the 2023-2025 cycle, resulting in recalculated total compensation for Named Executive Officers (NEOs). The filing details the breakdown of Non-Equity Incentive Plan Compensation and LTIP Cash Awards for six executives:
| Named Executive Officer | Non-Equity Incentive Plan Compensation | LTIP Cash Award | Total Compensation |
|---|---|---|---|
| R. P. Feight | $6,834,144 | $19,453,009 | $26,287,153 |
| H. C. Schippers | $1,330,337 | $5,037,791 | $6,368,128 |
| B. J. Poplawski | $259,455 | $2,164,812 | $2,424,267 |
| K. D. Baney | $596,624 | $3,761,067 | $4,357,691 |
| C. M. Dozier | $1,187,393 | $4,832,587 | $6,019,980 |
| D. C. Siver | $1,117,362 | $4,685,040 | $5,802,402 |
Stockholder Meeting Results and Governance
The annual meeting held on April 28, 2026, resulted in the following outcomes:
- Election of Directors: All 12 nominees were elected. Notably, M. A. Schulz received significant opposition with 63,686,066 votes "Against" compared to 393,722,579 "For". Other directors received between 1.1 million and 22.5 million "Against" votes.
- Executive Compensation (Say-on-Pay): Item No. 2 received an affirmative vote with 432,025,578 "For" votes versus 25,777,225 "Against" votes.
- Auditor Ratification: Item No. 3 was approved with 459,284,605 "For" votes versus 22,031,967 "Against" votes.
Investor Verification Checklist
- Verify the specific performance metrics used to calculate the 2023-2025 LTIP Cash Awards referenced in the March 18, 2026 Proxy Statement.
- Review the rationale for the high number of "Against" votes for director nominee M. A. Schulz (approx. 14% of votes cast).
- Confirm the total number of shares outstanding and entitled to vote to contextualize the broker non-vote count of 22,674,771.
- Check subsequent filings for any changes to the median employee calculation methodology if the employee population changes significantly.