FALSE 0000851968 0000851968 2024-05-23 2024-05-23
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): May 23, 2024
MOHAWK INDUSTRIES, INC.
(Exact name of registrant as specified in its charter)

Delaware | 01-13697 | 52-1604305
(State or other jurisdiction of incorporation or organization) | (Commission File Number) | (I.R.S. Employer Identification No.)
160 S. Industrial Blvd., Calhoun, Georgia |  | 30701
(Address of principal executive offices) |  | (Zip Code)

Registrant’s telephone number, including area code: (706) 629-7721
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 communication pursuant to Rule 425 under 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 (CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (CFR 240.17R 240.13e-4(c))
Securities Registered Pursuant to Section 12(b) of the Act:

Title of Each Class | Trading Symbol | Name of Each Exchange on Which Registered
Common Stock, $.01 par value | MHK | New York Stock Exchange

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.
The Annual Meeting of Stockholders of the Company was held on May 23, 2024. Below are the final voting results of the items voted on at the Annual Meeting:
(1)Votes regarding the election of the following persons as directors for a three-year term beginning in 2024 were as follows:

Name | Votes For | Votes Against | Votes Abstain | Broker Non-Votes
Bruce C. Bruckmann | 37,620,655 | 15,375,561 | 7,608 | 2,663,150
Jerry W. Burris | 49,680,402 | 3,315,934 | 7,488 | 2,663,150
John M. Engquist | 46,755,878 | 6,240,187 | 7,759 | 2,663,150

(2)Votes regarding ratification of the selection of KPMG LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2024 were as follows:

Votes For | Votes Against | Votes Abstain | Broker Non-Votes
53,784,650 | 1,875,986 | 6,338 | 0

(3)Votes regarding the non-binding, advisory vote with respect to the compensation of the Company’s Named Executive Officers were as follows:

Votes For | Votes Against | Votes Abstain | Broker Non-Votes
47,494,299 | 5,486,187 | 23,338 | 2,663,150

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.

|  |  |  |  |  | Mohawk Industries, Inc.
Date: |  | May 24, 2024 |  | By: |  | /s/ R. David Patton
|  |  |  |  |  | R. David Patton
|  |  |  |  |  | Vice President-Business Strategy, General Counsel and Secretary