RBC Bearings INC 8-K, filed Sep 5, 2025
RBC Bearings INC (RBC)
About this 8-K
RBC Bearings INC filed this 8-K on September 5, 2025, reporting on events of September 4, 2025.
Items reported
- Item 5.07: Shareholder vote results
- Item 9.01: Financial statements and exhibits
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of report: September 5, 2025 (Date
of earliest event reported:
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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 (see General Instruction A.2. below):
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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).
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Section 5 - Corporate Governance and Management
Item 5.07. Submission of Matters to a Vote of Security Holders.
At the Company’s annual meeting of stockholders held on September 4, 2025, the stockholders (1) elected all of the Company’s nominees for director, (2) ratified the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for fiscal year 2026, and (3) approved, on an advisory basis, the compensation paid to the Company’s named executive officers.
Shares were voted on these proposals as follows:
Proposal 1. The election of three directors in Class I to serve a term of three years, and one director in Class III to serve a term of one year:
| Nominees | For | Against | Withheld | Broker Non-Vote | ||||||||||||
| Daniel A. Bergeron | 29,237,569 | 656,926 | 6,531 | 728,707 | ||||||||||||
| Barry C. Boyan | 29,368,992 | 525,389 | 6,645 | 728,707 | ||||||||||||
| Edward D. Stewart | 23,031,091 | 6,863,271 | 6,664 | 728,707 | ||||||||||||
| Frederick J. Elmy | 29,804,544 | 89,838 | 6,644 | 728,707 | ||||||||||||
Proposal 2. To ratify the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for fiscal year 2026:
| For | Against | Abstain | Broker Non-Vote | ||||||||||
| 30,221,999 | 401,032 | 6,702 | 0 | ||||||||||
Proposal 3. The approval, on an advisory basis, of the compensation paid to the Company’s named executive officers:
| For | Against | Abstain | Broker Non-Vote | ||||||||||
| 24,228,284 | 5,658,306 | 14,436 | 728,707 | ||||||||||
Section 9 – Financial Statements and Exhibits
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
| 104 | Cover page interactive data file (embedded within the inline XBRL document) |
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SIGNATURES
According to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorized.
Date: September 5, 2025
| RBC BEARINGS INCORPORATED | ||
| By: | /s/ John J. Feeney | |
| Name: John J. Feeney | ||
| Title: Vice President, General Counsel & Secretary | ||
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