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8-K

Chemed Corp (CHE)

8-K 2026-05-19 For: 2026-05-18
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Added on May 19, 2026

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 18, 2026

CHEMED CORPORATION

(Exact name of registrant as specified in its charter)

Delaware 1-8351 31-0791746
(State or other<br>‎jurisdiction of<br>‎incorporation) (Commission File Number) (I.R.S. Employer<br>‎Identification<br>‎Number)

2600 First Financial Center, 255 East 5th Street, Cincinnati, OH 45202

(Address of principal executive offices)             (Zip Code)

Registrant's telephone number, including area code:

(513) 762-6690

Title of each class Trading symbol Name of each exchange on which<br><br>registered
Capital stock $1 par value CHE NYSE

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 (see General Instruction A.2 below):

[_]     Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

[_]     Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240-14a-12)

[_]     Pre-commencement communications pursuant to Rule 14d-2(b) under Exchange Act (17 CFR 240-14d-2(b))

[_]     Pre-commencement communications pursuant to Rule 13e-4 (c) under Exchange Act (17 CFR 240-13e-4(c))

Securities registered pursuant to 12(b) of the Act:

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934.  Emerging growth company [_]

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.  [_]

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Item 5.07 Submission of Matters to a Vote of Security Holders

(a)On May 18, 2026, Chemed Corporation held its annual meeting of stockholders.

(b)Stockholders voted on the matters set forth below:

Item 1. Election of Directors. The following directors, who constitute the entire Board of Directors, were elected at the meeting by the votes indicated:

Nominee For Against Abstentions Broker non-votes
Kevin J. McNamara 11,111,578 204,388 6,735 769,580
Ron DeLyons 11,252,597 62,247 7,858 769,580
Patrick P. Grace 9,368,923 1,946,697 7,082 769,580
Christopher J. Heaney 10,891,279 424,319 7,104 769,580
Thomas C. Hutton 11,053,081 262,174 7,447 769,580
Andrea R. Lindell 10,642,996 672,859 6,847 769,580
Elaine McCarthy 11,173,021 141,697 7,984 769,580
John M. Mount Jr. 11,245,765 69,479 7,458 769,580
George J. Walsh III 10,007,160 1,308,559 6,983 769,580

Item 2. Ratification of Independent Accountants. The proposal to ratify the appointment of PricewaterhouseCoopers LLP by the Audit Committee of the Board of Directors as the company’s independent accountants for the year ending December 31, 2026, was approved with the following votes:

Voted
For 11,562,294
Against 523,129
Abstain 6,858
Broker non-votes -

Item 3. Executive Compensation. The proposal to approve, on a non-binding basis, the Company’s executive compensation program, was not approved with the following votes:

Voted
For 4,383,683
Against 6,926,656
Abstain 12,363
Broker non-votes 769,580

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

CHEMED CORPORATION
Dated:   May 19, 2026 By: /s/ Michael D. Witzeman
Michael D. Witzeman
Executive Vice President and Chief Financial Officer

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