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Get filing alertsGorman-Rupp enters new change-of-control severance agreements with CEO, CFO, and General Counsel
Filed October 2, 2026 · Period ending October 1, 2026 · ~1 min read
Key Changes
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CEO Scott A. King would receive a lump-sum payment equal to three times annual base salary plus prior bonus, plus a prorated annual bonus, upon a qualifying termination following a change of control.
Item 5.02 verify on EDGAR → -
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CFO Ronald F. Stoops and General Counsel Brigette A. Burnell would receive two times annual base salary plus prior bonus, plus a prorated annual bonus, under the same circumstances.
Item 5.02 verify on EDGAR → -
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Executives would also receive 18 months of COBRA premiums, 24 months of additional credited service under retirement plans, and accelerated vesting of equity awards in specified circumstances.
Item 5.02 verify on EDGAR → -
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The agreements do not provide a tax gross-up, but include a best-pay provision to reduce payments if it results in a greater after-tax amount.
Item 5.02 verify on EDGAR →
Summary
Gorman-Rupp has entered into new change-of-control severance agreements with its CEO, CFO, and General Counsel. The agreements specify severance benefits payable if an executive is terminated without cause or resigns for good reason within two years after a change of control. The CEO would receive three times annual base salary plus prior bonus, while the other named executives would receive two times that amount, plus a prorated annual bonus.
Additional benefits include 18 months of COBRA premiums, 24 months of additional credited service under retirement plans, and accelerated vesting of equity awards in specified circumstances. The agreements do not provide a tax gross-up, but include a best-pay provision to reduce payments if it results in a greater after-tax amount. This is a standard governance disclosure with no immediate red flags.
Section-by-Section Diff
Event · Item 5.02 — Departure of Directors or Certain Officers; Election of Directors; Compensation
Gorman-Rupp entered new change-of-control severance agreements with its CEO, CFO, and General Counsel.
Added in current filing · verify on EDGAR →
On October 1, 2026, The Gorman-Rupp Company (the "Company"), entered into new Change of Control Severance Agreements (the "Severance Agreements") with certain employees of the Company, including the Company's Chief Executive Officer and President, Scott A. King, Executive Vice President, General Counsel and Corporate Secretary, Brigette A. Burnell, and Chief Financial Officer, Ronald F. Stoops.
The Company entered into new change-of-control severance agreements with its CEO, General Counsel, and CFO. These agreements define the severance benefits payable if an executive is terminated without cause or resigns for good reason within two years after a change of control.
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Figures/quotes linked to EDGAR · Narrative written by AI · Oct 5, 2026 · How we verify