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 8, 2025

 

Hexcel Corporation

 (Exact name of registrant as specified in its charter)

 

Delaware

(State or other jurisdiction of

incorporation)

001-8472

(Commission

File Number)

94-1109521

(I.R.S. Employer

Identification No.)

 

Two Stamford Plaza 

281 Tresser Boulevard 

Stamford, Connecticut 06901-3238

(Address of principal executive offices) (Zip Code)

 

(203) 969-0666

(Registrant’s telephone number, including area code)

 

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   HXL   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.

 

Hexcel Corporation (the “Company”) held its 2025 Annual Meeting of Stockholders (the “2025 Annual Meeting”) on May 8, 2025. The final voting results from the 2025 Annual Meeting are as follows:

 

(i)The stockholders elected all of the Company’s nominees for director as follows: 

 

Name of Director For Against Abstain Broker Non-Votes
Thomas C. Gentile III 67,106,511 5,017,532 70,706 3,432,985
Jeffrey C. Campbell 66,935,144 5,225,515 34,090 3,432,985
James J. Cannon 71,187,920 863,649 143,180 3,432,985
Cynthia M. Egnotovich 67,040,451 4,986,664 167,634 3,432,985
Guy C. Hachey 69,054,348 3,005,107 135,294 3,432,985
Dr. Patricia A. Hubbard 70,806,729 1,221,811 166,209 3,432,985
David H. Li 70,888,912 1,265,145 40,692 3,432,985
Nick L. Stanage 71,594,196 557,606 42,947 3,432,985
Catherine A. Suever 71,181,408 871,524 141,817 3,432,985

 

(ii)The stockholders, on an advisory, non-binding basis, approved the 2024 compensation of the Company’s named executive officers as follows: 

 

For Against Abstain Broker Non-Votes
62,887,628 9,106,324 200,797 3,432,985

 

(iii)The stockholders ratified the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for 2025 as follows: 

 

For Against Abstain
73,086,757 2,350,891 190,086

 

(iv)The stockholders approved the amendment and restatement of the Hexcel Corporation 2016 Employee Stock Purchase Plan (as amended and restated, the “ESPP”), including to increase available shares, as follows:

 

For Against Abstain Broker Non-Votes
71,769,907 377,267 47,575 3,432,985

 

 

 

 

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.

 

Dated: May 13, 2025

 

  Hexcel Corporation  
       
  By: /s/ Gail E. Lehman  
  Name: Gail E. Lehman  
  Title: Executive Vice President, Chief Legal and Sustainability Officer, and Secretary  

 

 

 
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