8-K

REGAL REXNORD CORP (RRX)

8-K 2025-05-01 For: 2025-04-29
View Original
Added on April 07, 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):    April 29, 2025

_______________________

Regal Rexnord Corporation

(Exact name of registrant as specified in its charter)

Wisconsin 1-7283 39-0875718
(State or Other Jurisdiction of Incorporation) (Commission File Number) (IRS Employer Identification No.)

111 West Michigan Street, Milwaukee, Wisconsin 53203

(Address of Principal Executive Offices, Including Zip Code)

Registrant's Telephone Number: (608) 364-8800

_______________________

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 Securities Exchange Act of 1934:

Title of each class Trading symbol Name of each exchange on which registered
Common Stock RRX New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in 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.

Regal Rexnord Corporation (the “Company”) held its 2025 annual meeting of shareholders (the “Annual Meeting”) on April 29, 2025 for the purposes of (i) electing eleven directors for terms expiring at the 2026 annual meeting of shareholders, (ii) holding a shareholder advisory vote on the compensation of the Company’s named executive officers as disclosed in the Company’s 2025 proxy statement, and (iii) ratifying the selection of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2025.

As of the March 10, 2025 record date for the determination of the shareholders entitled to notice of, and to vote at, the Annual Meeting, 66,330,773 shares of the Company’s common stock were outstanding and eligible to vote. A total of 64,352,147 shares were voted in person or by proxy at the Annual Meeting.

The following are the final votes on the matters presented for approval at the Annual Meeting:

Vote on the election of eleven directors for terms expiring at the 2026 Annual Meeting:

Name For Against Abstain Broker Non-Votes
Gerben W. Bakker 63,172,423 27,862 24,752 1,127,110
Jan A. Bertsch 63,132,162 69,109 23,766 1,127,110
Stephen M. Burt 62,520,758 684,740 19,539 1,127,110
Theodore D. Crandall 63,054,513 145,727 24,797 1,127,110
Michael P. Doss 63,174,277 26,415 24,345 1,127,110
Michael F. Hilton 62,914,626 286,194 24,217 1,127,110
Rashida A. Hodge 63,155,385 43,663 25,989 1,127,110
Louis V. Pinkham 62,908,927 295,643 20,467 1,127,110
Rakesh Sachdev 59,039,712 4,164,807 20,518 1,127,110
Curtis W. Stoelting 62,322,663 881,153 21,221 1,127,110
Robin A. Walker-Lee 60,583,228 2,617,570 24,239 1,127,110

Advisory vote on the compensation of the Company’s named executive officers as disclosed in the Company’s 2025 proxy statement:

For Against Abstain Broker Non-Votes
62,347,785 843,946 33,306 1,127,110

Vote on the ratification of the selection of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2025:

For Against Abstain
62,737,236 1,591,211 23,700

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

Exhibit Index

Exhibit Number Exhibit Description
104.1 Cover Page Interactive Data File (the Cover Page Interactive Data File is embedded within the Inline XBRL document).

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.

REGAL REXNORD CORPORATION

Date: May 1, 2025          By: /s/ Molly Johnson

Molly Johnson

Vice President, Associate General Counsel & Assistant

Corporate Secretary