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8-KThe WireRoutine

Shareholder Vote

Filed May 14, 2026 · 1mo ago · Accession 0000026172-26-000018

Plain English

Material event — a significant development the company must disclose promptly.

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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 the earliest event reported):  May 12, 2026      CUMMINS INC. (Exact name of registrant as specified in its charter) Indiana 1-4949 35-0257090 (State or other Jurisdiction of Incorporation)   (Commission File Number)   (I.R.S. Employer Identification No.) 500 Jackson Street P. O. Box 3005 Columbus , Indiana   47202-3005 (Address of Principal Executive Offices) (Zip Code) Registrant's telephone number, including area code: ( 812 ) 377-5000   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 Sections 12(b) of the Act: Title of each class Trading symbol(s) Name of each exchange on which registered Common stock, $2.50 par value CMI 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. On May 12, 2026, at the 2026 annual meeting of shareholders (the “Annual Meeting”) of Cummins Inc. (the “Company”), the Company’s shareholders voted on the following proposals: • The election of eleven directors for a one-year term to expire at the Company’s 2027 annual meeting of shareholders; • An advisory vote on the compensation of the Company’s named executive officers; • The ratification of the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for 2026; • A proposal to approve the Company's 2026 Omnibus Incentive Plan; • A shareholder proposal to adopt a policy for separation of the roles of Chairperson and Chief Executive Officer; and • A shareholder proposal requesting a report on the Company's charitable support. As of the March 16, 2026 record date for the determination of shareholders entitled to notice of, and to vote at, the Annual Meeting, 138,257,420 shares of Common Stock were outstanding and entitled to vote, each entitled to one vote per share. Approximately 87.8% of all shares of Common Stock outstanding and entitled to vote were represented at the Annual Meeting in person or by proxy. The following are the final votes on the matters presented for shareholder approval at the Annual Meeting. 1. Election of Eleven Directors for a One-Year Term to Expire at the Company’s 2027 Annual Meeting of Shareholders Name For Against Abstain Broker Non-Votes Jennifer W. Rumsey 101,443,390  5,261,855  496,015  14,244,942  Gary L. Belske 105,239,392  1,751,706  210,162  14,244,942  Bruno V. Di Leo Allen 104,496,790  2,494,436  210,034  14,244,942  Daniel W. Fisher 105,664,671  1,328,505  208,084  14,244,942  Carla A. Harris 100,606,556  6,389,670  205,034  14,244,942  Thomas J. Lynch 102,900,496  4,096,281  204,483  14,244,942  William I. Miller 99,983,877  7,022,677  194,706  14,244,942  Kimberly A. Nelson 105,522,089  1,474,821  204,350  14,244,942  Karen H. Quintos 102,388,988  4,596,070  216,202  14,244,942  John H. Stone 105,646,356  1,363,006  191,898  14,244,942  Matthew Tsien 106,581,920  436,853  182,487  14,244,942  2. Advisory Vote on the Compensation of the Company’s Named Executive Officers For Against Abstain Broker Non-Votes 101,865,982 4,995,353 339,925 14,244,942 3. Ratification of the Appointment of PricewaterhouseCoopers LLP as the Company’s Independent Registered Public Accounting Firm for 2026 For Against Abstain Broker Non-Votes 113,910,556 7,338,022 197,624 — 4. Approval of the Company's 2026 Omnibus Incentive Plan For Against Abstain Broker Non-Votes 102,647,695 4,155,893 397,672 14,244,942 5. Shareholder Proposal to Adopt a Policy for Separation of the Roles of Chairperson and Chief Executive Officer For Against Abstain Broker Non-Votes 24,007,807 82,570,309 623,144 14,244,942 6. Shareholder Proposal Requesting a Report on the Company's Charitable Support For Against Abstain Broker Non-Votes 1,881,650 104,240,231 1,079,379 14,244,942 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 hereunto duly authorized.   Date: May 14, 2026   CUMMINS INC. /s/ NICOLE Y. LAMB-HALE Nicole Y. Lamb-Hale Vice President, Chief Administrative Officer & Corporate Secretary
Filing details
Ticker
CMI
CIK
26172
Form type
8-K
Filing date
May 14, 2026
Report date
May 12, 2026
Document
cmi-20260512.htm
Size
435 KB