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8-K

Cts Corp (CTS)

8-K 2026-05-19 For: 2026-05-14
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Added on May 19, 2026
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UNITED STATESSECURITIES AND EXCHANGE COMMISSIONWASHINGTON, 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 14, 2026

CTS CORPORATION

(Exact name of Registrant as Specified in Its Charter)

Indiana 1-4639 35-0225010
(State or Other Jurisdiction<br>of Incorporation) (Commission File Number) (IRS Employer<br>Identification No.)
4925 Indiana Avenue
Lisle, Illinois 60532
(Address of Principal Executive Offices) (Zip Code)
Registrant’s Telephone Number, Including Area Code: (630) 577-8800
---

(Former Name or Former Address, if Changed Since Last Report)

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:

☐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 the Exchange Act (17 CFR 240.14d-2(b))

☐Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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

Title of each class Trading<br>Symbol(s) Name of each exchange on which registered
Common Stock, no par value CTS The New York Stock Exchange

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).

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. ☐

Item 5.07. Submission of Matters to a Vote of Security Holders.

The Company held its Annual Meeting of Shareholders (the “Annual Meeting”) on May 14, 2026. At the Annual Meeting, all director nominees were elected. Proposals 2 and 3 were approved. The proposals below are described in more detail in the Company’s definitive proxy statement filed on April 2, 2026 (the “Proxy Statement”) for the Annual Meeting. The final results were as follows:

PROPOSAL 1 – Election of eight directors until the next annual meeting of shareholders:

DIRECTOR NOMINEE NUMBER OF VOTES FOR NUMBER OF VOTES AGAINST NUMBER OF ABSTENTIONS NUMBER OF BROKER NON-VOTES
Donna M. Costello 25,587,200 97,050 9,188 825,870
Amy M. Dodrill 25,634,413 47,914 11,111 825,870
William S. Johnson 25,186,497 497,885 9,056 825,870
Kimberly Banks MacKay 25,638,499 47,531 7,408 825,870
Kieran M. O’Sullivan 25,380,534 305,629 7,275 825,870
Robert A. Profusek 24,632,574 1,053,874 6,990 825,870
Randy L. Stone 25,631,137 53,245 9,056 825,870
Alfonso G. Zulueta 25,552,599 127,033 13,806 825,870

PROPOSAL 2 – Approval, on a non-binding advisory basis, of the compensation of our named executive officers as described in the Proxy Statement:

NUMBER OF VOTES FOR NUMBER OF VOTES AGAINST NUMBER OF ABSTENTIONS NUMBER OF BROKER NON-VOTES
25,021,506 655,182 16,750 825,870

PROPOSAL 3 – Ratification of the appointment of Grant Thornton, LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2026:

NUMBER OF VOTES FOR NUMBER OF VOTES AGAINST NUMBER OF ABSTENTIONS
25,989,929 522,284 7,095

SIGNATURES

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.

CTS Corporation
Date: May 19, 2026 By: /s/ Mark Pacioni
Mark Pacioni<br><br>Vice President, Chief Legal and Administrative Officer and Corporate Secretary