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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 6, 2025
Pentair_Logo_Color_RGB.jpg
Pentair plc
(Exact name of Registrant as specified in its charter)
Ireland001-1162598-1141328
(State or other jurisdiction of
incorporation or organization)
(Commission
File No.)
(I.R.S. Employer
Identification No.)

Regal House, 70 London Road, Twickenham, London, TW13QS United Kingdom
(Address of principal executive offices) (Zip Code)
Registrant’s telephone number, including area code: 44-74-9421-6154
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 classTrading Symbol(s)Name of each exchange on which registered
Ordinary Shares, nominal value $0.01 per sharePNRNew York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act (17 CFR 230.405) or Rule 12b-2 of the Exchange Act (17 CFR 240.12b-2). ☐ 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.

Pentair plc (the “Company”) held its 2025 annual general meeting of shareholders on May 6, 2025. There were 164,969,675 ordinary shares issued and outstanding at the close of business on March 7, 2025 and entitled to vote at the annual general meeting. A total of 142,520,625 ordinary shares (86.39%) were represented at the annual general meeting.

The items voted upon at the annual general meeting and the results of the vote on each proposal were as follows:

Proposal 1. — Re-Elect Director Nominees

To re-elect ten director nominees for one-year terms expiring at the 2026 annual general meeting of shareholders. Each nominee for director was re-elected by a vote of the shareholders as follows:
Nominees    
Votes For
Votes Against
Abstentions
Broker Non-Votes
Mona Abutaleb Stephenson132,809,766
879,207
163,494
8,668,158
Melissa Barra
132,816,944
871,728
163,795
8,668,158
Tracey C. Doi
132,823,518
862,841
166,108
8,668,158
T. Michael Glenn
117,385,145
16,299,422
167,900
8,668,158
Theodore L. Harris
130,278,234
3,404,703
169,530
8,668,158
David A. Jones
120,179,213
13,512,836
160,418
8,668,158
Gregory E. Knight
132,709,428
974,087
168,952
8,668,158
Michael T. Speetzen
128,489,296
5,194,699
168,472
8,668,158
John L. Stauch
131,211,697
2,485,533
155,237
8,668,158
Billie I. Williamson
126,306,550
7,379,364
166,553
8,668,158

Proposal 2. — Approve, by Nonbinding, Advisory Vote, the Compensation of the Named Executive Officers

To approve, by nonbinding, advisory vote, the compensation of the Company’s named executive officers. The compensation of the Company’s named executive officers was approved by a nonbinding, advisory vote of the shareholders as follows:


Votes For
Votes Against
Abstentions
Broker Non-Votes

111,723,86421,927,280201,3238,668,158

Proposal 3. — Ratify, by Nonbinding, Advisory Vote, the Appointment of Deloitte & Touche LLP as the Independent Auditor of the Company and to Authorize, by Binding Vote, the Audit and Finance Committee of the Board of Directors to Set the Auditor’s Remuneration

To ratify, by nonbinding, advisory vote, the appointment of Deloitte & Touche LLP as the Company’s independent auditor for the year ending December 31, 2025 and to authorize, by binding vote, the Audit and Finance Committee of the Board of Directors to set the independent auditor’s remuneration. The proposal was approved by a vote of the shareholders as follows:


Votes For
Votes Against
Abstentions


125,444,84216,962,415113,368

Proposal 4. — Authorize the Board of Directors to Allot New Shares Under Irish Law

To authorize the Board of Directors to allot new shares under Irish law. The proposal was approved by a vote of the shareholders as follows:


Votes For
Votes Against
Abstentions


139,384,5612,892,825243,239




Proposal 5. — Authorize the Board of Directors to Opt-Out of Statutory Preemption Rights Under Irish Law

To authorize the Board of Directors to opt-out of statutory preemption rights under Irish law. The proposal was approved by a vote of the shareholders as follows:


Votes For
Votes Against
Abstentions


125,352,19816,906,063262,364

Proposal 6. — Authorize the Price Range at Which the Company Can Re-Allot Shares It Holds as Treasury Shares Under Irish Law

To authorize the price range at which the Company can re-allot shares it holds as treasury shares under Irish law. The proposal was approved by a vote of the shareholders as follows:


Votes For
Votes Against
Abstentions


141,518,889748,106253,630







SIGNATURE

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, thereunto duly authorized, on May 6, 2025.
PENTAIR PLC
Registrant
By: /s/ Karla C. Robertson                    
Karla C. Robertson
Executive Vice President, Chief Sustainability Officer, General Counsel and Secretary