Hayward Holdings Inc. filed SEC Form 8-K: Submission of Matters to a Vote of Security Holders
$HAYW
Industrial Machinery/Components
Industrials
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): May 23, 2025
(Exact name of registrant as specified in its charter)
| (State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) | ||||||||||||
(Address of principal executive offices, including zip code)
(704 ) 837-8002
(Registrant’s telephone number, including area code)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||||||||||||
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
Item 5.07. Submission of Matters to a Vote of Security Holders.
Hayward Holdings, Inc. (the “Company”) held its 2025 Annual Meeting of Stockholders on May 22, 2025 (the “Annual Meeting”). The results for each matter voted on by the stockholders at the Annual Meeting are as follows:
Proposal 1: Election of Directors.
| Director Nominee | For | Withhold | Broker Non-Votes | ||||||||
| Ronald Keating............... | 183,198,188 | 651,776 | 20,102,078 | ||||||||
| Lawrence Silber.............. | 174,116,018 | 9,733,946 | 20,102,078 | ||||||||
| Edward Ward.................. | 127,719,517 | 56,130,447 | 20,102,078 | ||||||||
Each of the nominees was elected by a plurality of the votes cast by stockholders to serve terms lasting until our 2028 annual meeting of stockholders and their successors are duly elected and qualified.
Proposal 2: Approval, on an advisory basis, of the compensation to the Company’s named executive officers as disclosed in the Company's proxy statement for the Annual Meeting.
| For | Against | Abstain | Broker Non-Votes | |||||||||||||||||
| 169,630,954 | 14,205,872 | 13,138 | 20,102,078 | |||||||||||||||||
A majority of shares present or represented by proxy and entitled to vote at the Annual Meeting were cast in favor of the adoption of a resolution approving, on an advisory basis, the compensation paid to the Company’s named executive officers as disclosed in the Company’s proxy statement for the Annual Meeting.
Proposal 3: Ratification of the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accountants for the fiscal year ending December 31, 2025.
| For | Against | Abstain | ||||||||||||
| 201,657,422 | 2,283,690 | 10,930 | ||||||||||||
A majority of shares present or represented by proxy and entitled to vote at the Annual Meeting were cast in favor of the ratification of the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accountants for the fiscal year ending December 31, 2025.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| HAYWARD HOLDINGS, INC. | |||||||||||
| Date: May 23, 2025 | By: | /s/ Susan M. Canning | |||||||||
| Susan M. Canning | |||||||||||
| SVP, Chief Legal Officer and Corporate Secretary | |||||||||||