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Get filing alertsRisk Profile Improvements
- Director Failed To Receive Majority Support But Board Rejected Resignation (new) — Board overrode shareholder vote outcome, raising governance accountability concerns despite policy compliance.
- Dual-Class Capital Structure Cited As Driver Of Negative Director Vote (new) — Board acknowledges ongoing shareholder dissatisfaction with governance structure that may affect future director elections.
A.O. Smith board rejects director resignation after majority-withheld vote
Filed April 17, 2026 · Period ending April 13, 2026 · ~1 min read
Key Changes
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Director Ilham Kadri received 51.9% withheld votes (50.5M withheld vs. 46.8M for) at April 13 annual meeting, triggering resignation offer under company policy. Board unanimously rejected resignation April 14.
Item 8.01 — Other Events verify on EDGAR → -
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Board attributed Kadri's negative vote to shareholder opposition to dual-class capital structure rather than objections to her qualifications or performance, signaling ongoing governance structure concerns.
Item 8.01 — Other Events verify on EDGAR → -
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All ten director nominees elected. Class A directors received unanimous support; Common Stock directors ranged from 48.1% (Kadri) to 98.9% (Saak) support. Broker non-votes: 7.0M shares.
Item 5.07 — Submission of Matters to a Vote of Security Holders verify on EDGAR →
2 more material changes behind this preview — plus the full narrative summary, section-by-section diffs against the prior filing, and verbatim quotes with EDGAR citations.
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Generated by AI · Jun 24, 2026 11:26 AM