8-K

REGAL REXNORD CORP (RRX)

8-K 2022-04-27 For: 2022-04-26
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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 26, 2022

_______________________

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.)

200 State Street, Beloit, Wisconsin 53511-6254

(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))

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. ☐

_______________________

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

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

On April 26, 2022, Regal Rexnord Corporation, (the “Company”) held its 2022 annual meeting of shareholders (the “Annual Meeting”) for the purposes of (i) electing ten directors for terms expiring at the 2023 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 2022 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, 2022.

As of the March 4, 2022 record date for the determination of the shareholders entitled to notice of, and to vote at, the Annual Meeting, 67,227,585 shares of the Company’s common stock were outstanding and eligible to vote. A total of 64,189,255 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 ten directors for terms expiring at the 2023 Annual Meeting:

Name For Against Abstain Broker Non-Votes
Jan A. Bertsch 62,898,898 316,861 19,884 953,612
Stephen M. Burt 62,109,149 1,106,314 20,180 953,612
Anesa T. Chaibi 62,989,425 226,142 20,076 953,612
Theodore D. Crandall 63,162,860 51,915 20,868 953,612
Christopher L. Doerr 61,249,083 1,966,210 20,350 953,612
Michael F. Hilton 63,117,286 97,377 20,980 953,612
Louis V. Pinkham 62,525,882 689,427 20,334 953,612
Rakesh Sachdev 60,263,524 2,952,044 20,075 953,612
Curtis W. Stoelting 60,801,473 2,413,880 20,290 953,612
Robin A. Walker-Lee 63,128,929 85,730 20,984 953,612

Advisory vote on the compensation of the Company’s named executive officers as disclosed in the Company’s 2022 proxy statement:

For Against Abstain Broker Non-Votes
60,990,556 2,203,649 41,438 953,612

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, 2022:

For Against Abstain
63,162,081 1,003,287 23,887

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: April 27, 2022          By: /s/ Thomas E. Valentyn

Thomas E. Valentyn

Vice President, General Counsel and Secretary