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8-KThe WireRoutine

Shareholder Vote

Filed Feb 3, 2026 · 4mo ago · Accession 0001193125-26-034748

Plain English

Material event — a significant development the company must disclose promptly.

Read the source below for the full document.

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): January 28, 2026     Woodward, Inc. (Exact name of Registrant as Specified in Its Charter)     Delaware 001-39265 36-1984010 (State or Other Jurisdiction of Incorporation) (Commission File Number) (IRS Employer Identification No.)           1081 Woodward Way   Fort Collins , Colorado   80524 (Address of Principal Executive Offices)   (Zip Code)   Registrant’s Telephone Number, Including Area Code: (970) 482-5811   Not Applicable (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 Symbol(s)   Name of each exchange on which registered Common Stock, par value $0.001455 per share   WWD   Nasdaq Global Select Market 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. On January 28, 2026, Woodward, Inc. (the “Company”) held its Annual Meeting of Stockholders (the “Annual Meeting”). The stockholders considered five proposals, each of which is described more fully in the Company’s proxy statement for the Annual Meeting. Set forth below are the final voting results on each matter submitted to a vote of the Company’s stockholders for the Annual Meeting. All vote totals have been rounded to the nearest whole share.   Proposal 1. Election of three directors for a three-year term to hold office until the third annual meeting after this Annual Meeting:   For Against Abstain Broker Non-Votes David Hess 43,159,311 5,184,461 147,992 5,126,867 Mary Petryszyn 47,779,137 613,281 99,346 5,126,867 Tana Utley 47,134,432 1,250,143 107,189 5,126,867   Proposal 2. Advisory resolution to approve the compensation of the Company’s named executive officers:   For 44,599,306 Against 3,681,409 Abstain 211,050 Broker Non-Votes 5,126,867   Proposal 3. Ratification of the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for fiscal year ending September 30, 2026:   For 52,541,505 Against 1,038,273 Abstain 38,854 Broker Non-Votes 0   Proposal 4. Approve an amendment to the Company’s Certificate of Incorporation to eliminate certain supermajority voting requirements contained therein:   For 47,706,228 Against 672,162 Abstain 113,374 Broker Non-Votes 5,126,867   Proposal 5. Approve an amendment to the Company’s Certificate of Incorporation to eliminate cumulative voting rights in director elections:   For 46,856,809 Against 1,496,382 Abstain 138,574 Broker Non-Votes 5,126,867   Pursuant to the foregoing, the three nominees were elected to serve on the Company’s Board of Directors, and Proposals 2, 3, 4, and 5 were each approved.       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.       WOODWARD, INC.         Dated: February 3, 2026 By: /s/ Karrie M. Bem       Karrie M. Bem Executive Vice President, General Counsel, Corporate Secretary and Chief Compliance Officer
Filing details
Ticker
WWD
CIK
108312
Form type
8-K
Filing date
Feb 3, 2026
Report date
Jan 28, 2026
Document
wwd-20260128.htm
Size
174 KB