MOD 8-K
Modine Manufacturing Co (MOD)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934
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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:
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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. ☐
INFORMATION TO BE INCLUDED IN THE REPORT
Item 5.07Submission of Matters to a Vote of Security Holders
Election of Directors
On August 20, 2026, the shareholders of Modine Manufacturing Company voted to elect Eric D. Ashleman, Alan S. Lowe, and Marsha C. Williams to serve as directors until the 2029 Annual Meeting of Shareholders and until their successors are duly elected and qualified. The results of the vote were as follows:
Director | For | Against | Abstain | Broker Non-Votes |
Eric D. Ashleman | 41,246,977 | 3,610,837 | 41,125 | 3,023,157 |
Alan S. Lowe | 41,232,719 | 3,624,989 | 41,231 | 3,023,157 |
Marsha C. Williams | 38,969,967 | 5,873,557 | 55,415 | 3,023,157 |
Approval of Advisory Vote on Named Executive Officer Compensation (Say on Pay)
The shareholders approved the advisory vote on named executive officer compensation. The results of the vote were as follows:
For | Against | Abstain | Broker Non-Votes |
43,253,699 | 1,486,968 | 158,272 | 3,023,157 |
Ratification of Independent Registered Public Accounting Firm
The shareholders ratified the appointment of KPMG as the Company’s independent registered public accounting firm. The results of the vote were as follows:
For | Against | Abstain |
47,670,574 | 208,761 | 42,761 |
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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.
Modine Manufacturing Company | ||
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| By: | /s/ Erin J. Roth |
| Erin J. Roth | |
| Vice President, General Counsel and Chief Compliance Officer | |
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Date: August 21, 2026 |
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