Business Context and Reporting Period
This Form 8-K reports on the results of the 2025 Annual Meeting of Stockholders held by Donaldson Company, Inc. on November 21, 2025. The filing details the outcomes of shareholder votes regarding director elections, executive compensation, and the ratification of the independent auditor.
Key Financial Metrics
This filing is a current report regarding corporate governance events and does not contain financial performance data. There are no disclosures regarding revenue, profit, cash flow, margins, debt, or liquidity in this document.
Material Changes
As this report covers a discrete event (the annual meeting) rather than a financial period, there are no material changes to financial metrics to report versus a prior comparable period.
Outlook, Risks, and Voting Results
The filing provides the following specific voting outcomes:
- Director Elections (Item 1): Stockholders elected four individuals to the Board of Directors. All candidates received significant majority support:
- Douglas A. Milroy: 91,803,644 FOR
- Richard M. Olson: 90,038,371 FOR
- Daniel P. Shine: 97,348,024 FOR
- Jacinth C. Smiley: 96,991,970 FOR
- Executive Compensation (Item 2): Stockholders approved the non-binding advisory vote on executive compensation with 90,657,554 votes FOR and 6,173,524 votes AGAINST.
- Auditor Ratification (Item 3): Stockholders ratified the appointment of PricewaterhouseCoopers LLP as the independent registered public accounting firm for the fiscal year ending July 31, 2026. The vote was 104,131,883 FOR and 2,966,465 AGAINST.
The filing does not provide management commentary, forward-looking guidance, or specific risk factors beyond the standard context of the meeting.
Investor Verification Checklist
- Verify the composition of the Board of Directors following the election of the four new members.
- Confirm the engagement of PricewaterhouseCoopers LLP for the fiscal year ending July 31, 2026.
- Review the 2025 Proxy Statement for detailed biographies of the elected directors and the specific compensation metrics approved in the advisory vote.
- Note that this document contains no financial data; refer to the most recent 10-K or 10-Q for financial performance.