kwr-20260331

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 14A

Proxy Statement Pursuant to Section 14(a) of the

Securities Exchange Act of 1934

(Amendment No. )

Filed by the Registrant x

Filed by a Party other than the Registrant o

Check the appropriate box:


o			Preliminary Proxy Statement

o			Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))

x			Definitive Proxy Statement

o			Definitive Additional Materials

o			Soliciting Material Pursuant to §240.14a-12


QUAKER CHEMICAL CORPORATION
(Name of Registrant as Specified In Its Charter)



(Name of Person(s) Filing Proxy Statement, if other than the Registrant)

Payment of Filing Fee (Check the appropriate box):


x			No fee required

o			Fee paid previously with preliminary materials

o			Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11

Table of Contents

NOTICE OF

ANNUAL MEETING OF SHAREHOLDERS

AND PROXY STATEMENT


MEETING DATE May 13, 2026

QUAKER HOUGHTON

901 E. Hector Street

Conshohocken, Pennsylvania 19428



			Important Notice of Availability of Proxy Materials for Quaker Houghton’s 2026 Annual Meeting of Shareholders to be held on May 13, 2026. The Notice of Meeting, Proxy Statement and 2025 Annual Report to Shareholders are available at www.proxyvote.com.

Table of Contents

Notice of Virtual Annual Meeting of Shareholders



TIME:			8:00 A.M., Eastern Time, on Wednesday, May 13, 2026

PLACE:			The 2026 Annual Meeting of Shareholders will be held remotely via the internet at www.virtualshareholdermeeting.com/KWR2026. You will not be able to attend the annual meeting in person.

ITEMS OF BUSINESS:			(1)To elect three directors. (2)To hold an advisory vote on the compensation of our named executive officers as described in this proxy statement. (3)To ratify the appointment of PricewaterhouseCoopers LLP as our independent registered public accounting firm to examine and report on our financial statements and internal control over financial reporting for 2026; and (4)To transact any other business properly brought before the meeting and any adjournment or postponement thereof.

WHO MAY VOTE:			You can vote at the meeting and any adjournment(s) of the meeting if you were a shareholder of the Company at the close of business on March 2, 2026.

ANNUAL REPORT:			A copy of our Annual Report, which includes our Annual Report on Form 10-K for the year ended December 31, 2025 is included with this proxy statement.

It is important that your shares be represented at the meeting. Regardless of whether you plan to participate in the virtual shareholders’ meeting, you are urged to complete, sign, date and return the enclosed proxy in the envelope we have enclosed for your convenience; no postage is required if mailed in the United States. If you plan to participate in the virtual shareholders’ meeting, please see the instructions on page 1 of the Proxy Statement.


			By Order of the Board of Directors,

			Robert T. Traub
			Senior Vice President, General Counsel and Corporate Secretary

Conshohocken, Pennsylvania

March 31, 2026



Important Notice of Availability of Proxy Materials for Quaker Houghton’s 2026 Annual Meeting of Shareholders to be held on May 13, 2026. The Notice of Meeting, Proxy Statement and 2025 Annual Report to Shareholders are available at www.proxyvote.com.

Table of Contents


			TABLE OF CONTENTS

TABLE OF CONTENTS


Introduction

Information Concerning the Annual Meeting			1

Proposal 1 – Election of Directors and Nominee Biographies			7

Biographies of Continuing Directors			10

Corporate Governance			15
Leadership Structure			15
Director Independence			15
Governance Committee Procedures for Selecting Director Nominees			15
Director Overboarding Policy			16
Summary of Director Composition and Core Competencies			16
Shareholder Nominations and Recommendations			18
Board Oversight of Risk			19
Communications with the Board of Directors; Corporate Governance Guidelines			20
Code of Conduct			20
Shareholder Engagement			21
Employee, Officer and Director Hedging			22
Policies and Practices Related to the Grant of Certain Equity Awards			22
Insider Trading Policy			22
Quaker Houghton At-A-Glance			22
Commitment to Sustainability			22
Core Values			23
Workplace Safety			23
Talent Development, Culture and Total Rewards			23

Meetings and Committees of the Board			25
Audit Committee			25
Compensation and Human Resources Committee			26
Governance Committee			26
Sustainability Committee			27

Compensation Committee Interlocks and Insider Participation			28

Proposal 2 – Advisory Vote on Compensation of Our Named Executive Officers			29


Executive Compensation			30
Compensation Discussion and Analysis			30
Introduction			30
Executive Summary			31
Our Compensation Process			34
Administrative Practices			34
Compensation Consultant			34
Benchmarking Data			35
Our Compensation Program			35
Base Salary			36


			2026 Proxy Statement \| i

Table of Contents


TABLE OF CONTENTS


Annual Incentive Plan (AIP)			36
Long-Term Incentives			39

Chief Executive Officer Compensation			42
Stock Ownership Policy			43
Severance and Change in Control Benefits			43
Mr. Berquist’s Employment and Change in Control Agreements			43
Other Named Executive Officers			44
Employee Benefits			46
Perquisites and Other Benefits			46
Death Benefits			46
Compensation Recoupment Policy			46

Compensation Committee Report			47

Executive Compensation Tables			48
Summary Compensation Table			48
Grants of Plan-Based Awards			50
Outstanding Equity Awards at Fiscal Year-End			51
Stock Vested			52
Potential Payments Upon Termination or Change in Control			52


Pay Ratio Disclosure			56

Pay versus Performance Disclosure			57


Director Compensation			61

Compensation Policies and Practices – Risk Assessment			63

Stock Ownership of Certain Beneficial Owners and Management			64
Certain Beneficial Owners			64
Management			65
Delinquent Section (16a) Reports			65

Certain Relationships and Related Party Transactions			66

Proposal 3 – Ratification of Appointment of Independent Registered Public Accounting Firm			67
Audit Fees			67
Audit-Related Fees			67
Tax Fees			67
All Other Fees			67

SEC Form DEF 14A filed by Quaker Houghton