Business Context and Reporting Period
Company: FLOWSERVE CORP
Filing Type: Form 8-K (Current Report)
Report Date: May 16, 2025
Event: Results of the 2025 Annual Meeting of Shareholders held virtually on May 16, 2025.
Key Financial Metrics
This filing reports on corporate governance and shareholder voting outcomes. It does not contain financial performance data such as revenue, profit, cash flow, margins, debt, or liquidity metrics.
Material Changes and Voting Results
Shareholder Participation:
- Total shares entitled to vote (Record Date: March 18, 2025): 131,667,157
- Shares present at meeting: 114,371,672 (86.86%)
Proposal 1: Election of Directors
All 11 nominees were duly elected for terms expiring in 2026. Notable voting statistics include:
| Nominee | Votes For | Votes Against | Abstained |
|---|---|---|---|
| R. Scott Rowe | 107,194,066 | 102,002 | 76,461 |
| Sujeet Chand | 107,166,391 | 130,708 | 75,430 |
| Ruby R. Chandy | 107,116,794 | 152,376 | 103,359 |
| Gayla J. Delly | 104,924,368 | 2,374,587 | 73,574 |
| John L. Garrison | 107,200,916 | 94,898 | 76,715 |
| Cheryl H. Johnson | 107,008,695 | 289,670 | 74,164 |
| Michael C. McMurray | 106,697,538 | 598,710 | 76,281 |
| Thomas B. Okray | 106,084,069 | 1,211,835 | 76,625 |
| Ross B. Shuster | 107,208,088 | 87,860 | 76,581 |
| Kenneth I. Siegel | 105,455,343 | 1,843,583 | 73,603 |
Proposal 2: Advisory Vote on Executive Compensation
- Status: Approved
- Votes For: 104,971,283
- Votes Against: 1,853,799
- Abstained: 547,447
Proposal 3: Ratification of Independent Registered Public Accounting Firm
- Firm: PricewaterhouseCoopers LLP
- Status: Ratified
- Votes For: 105,872,307
- Votes Against: 8,387,323
- Abstained: 112,042
Proposal 4: Shareholder Proposal (Elimination of One-Year Holding Period)
- Status: Did Not Pass
- Votes For: 10,729,566
- Votes Against: 96,453,313
- Abstained: 189,650
Guidance, Outlook, and Risks
This filing does not contain management commentary, financial guidance, outlook, risk factors, or contingencies. It is strictly a report of voting results.
Key Facts for Investor Verification
- Board Composition: Verify the new board composition effective for the 2026 term, noting that Gayla J. Delly and Kenneth I. Siegel received the highest "Against" votes among directors (2.37M and 1.84M respectively).
- Executive Compensation Support: Confirm the level of shareholder support for executive pay, which received approximately 98% of the votes cast (excluding abstentions).
- Shareholder Activism: Note the significant rejection (approx. 90% against) of the shareholder proposal to eliminate the one-year holding period requirement for calling special meetings.
- Auditor Continuity: Confirm the ratification of PricewaterhouseCoopers LLP for the 2025 fiscal year.