8-KThe WireRed Alert
Executive Change · Shareholder Vote
Filed May 1, 2026 · 2mo ago · Accession 0001193125-26-201546
Plain English
Material event — a significant development the company must disclose promptly.
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Filing text
View original ↗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 27, 2026
PACCAR Inc
(Exact name of Registrant as Specified in Its Charter)
Delaware
001-14817
91-0351110
(State or Other Jurisdiction
of Incorporation)
(Commission File Number)
(IRS Employer
Identification No.)
777-106th Ave. N.E.
Bellevue , Washington
98004
(Address of Principal Executive Offices)
(Zip Code)
Registrant’s Telephone Number, Including Area Code: 425 468-7400
(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, $1 par value
PCAR
The Nasdaq Stock 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 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
Item 502(f). On April 27, 2026, the Compensation Committee of the Board of Directors approved the Long Term Performance Cash Awards (the “LTIP Cash Awards”) for the 2023-2025 cycle under the Long Term Incentive Plan for the Named Executive Officers identified in the Company’s March 18, 2026 proxy statement (the “Proxy Statement”). The total compensation for each Named Executive Officer reported in the Summary Compensation Table on page 26 of the Proxy Statement has been recalculated to include the LTIP Cash Awards as follows:
Named Executive Officer
Non-Equity Incentive Plan Compensation
LTIP Cash Award
Total Compensation
R. P. Feight
$6,834,144
$19,453,009
H. C. Schippers
$1,330,337
$5,037,791
B. J. Poplawski
$259,455
$2,164,812
K. D. Baney
$596,624
$3,761,067
C. M. Dozier
$1,187,393
$4,832,587
D. C. Siver
$1,117,362
$4,685,040
CEO Pay Ratio Disclosure
As required by Item 402(u) of Regulation S-K, we are providing the following information:
As permitted by SEC rules, the median employee utilized for 2025 is the same employee identified in 2023 because there have been no changes in our employee population or employee compensation arrangements that we reasonably believe would result in a significant change to this pay ratio disclosure. For 2025, our last completed fiscal year:
(a) The annual total compensation of PACCAR’s median employee (excluding Mr. Feight, our Chief Executive Officer) was $98,350;
(b) The annual total compensation of our Chief Executive Officer was $19,453,009; and
(c) The ratio of the annual total compensation of our Chief Executive Officer to the annual total compensation of PACCAR’s median employee was 198 to 1.
Item 5.07 Submission of Matters to a Vote of Security Holders.
(a) The annual meeting of stockholders was held on April 28, 2026.
(b) The following is a brief description and vote count of all items voted on at the annual meeting:
Item No. 1. Election of directors.
The following persons were elected to serve as directors with a term expiring in 2027:
Nominee
Shares Voted “For”
Shares Voted
“Against”
Abstentions
Broker
Nonvotes
M. C. Pigott
450,432,465
8,357,621
336,416
22,674,771
P. R. Breber
445,574,369
12,992,828
559,305
22,674,771
A. J. Carnwath
437,365,459
21,220,087
540,956
22,674,771
R. P. Feight
455,600,920
3,207,187
318,395
22,674,771
K. S. Hachigian
436,005,585
22,536,468
584,449
22,674,771
B. A. Hill
456,813,355
1,740,493
572,654
22,674,771
B. B. Hulit
457,459,777
1,111,380
555,345
22,674,771
J. M. Pigott
452,963,004
5,891,164
272,334
22,674,771
L. A. S. Pretti
455,746,423
2,839,115
540,964
22,674,771
G. Ramaswamy
455,629,161
2,890,400
606,941
22,674,771
D. A. Scheiter
456,570,059
1,972,331
584,112
22,674,771
M. A. Schulz
393,722,579
63,686,066
1,717,857
22,674,771
Item No. 2. Advisory resolution to approve executive compensation.
Item No. 2 received the affirmative vote of a majority of the shares outstanding and entitled to vote on this item at the meeting.
Shares Voted
“For”
Shares Voted
“Against”
Abstentions
Broker
Nonvotes
432,025,578
25,777,225
1,323,699
22,674,771
Item No. 3. Advisory vote on the ratification of independent auditors.
Item No. 3 received the affirmative vote of a majority of the shares present and entitled to vote on this item at the meeting.
Shares Voted
“For”
Shares Voted
“Against”
Abstentions
Broker
Nonvotes
459,284,605
22,031,967
484,701
0
(c) Not applicable.
(d) Not applicable.
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.
PACCAR Inc
Date:
May 1, 2026
By:
/s/ M. K. Walton
M. K. Walton, Vice President and General Counsel
Filing details
- Company
- PACCAR INC
- Ticker
- PCAR
- CIK
- 75362
- Form type
- 8-K
- Filing date
- May 1, 2026
- Report date
- Apr 27, 2026
- Document
- pcar-20260427.htm
- Size
- 203 KB