Shareholder Vote

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 9, 2023 Pentair plc (Exact name of Registrant as specified in its charter)   Ireland 001-11625 98-1141328 (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 class Trading Symbol(s) Name of each exchange on which registered Ordinary Shares, nominal value $0.01 per share PNR 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 (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 2023 annual general meeting of shareholders on May 9, 2023. There were 164,940,204 ordinary shares issued and outstanding at the close of business on March 10, 2023 and entitled to vote at the annual general meeting. A total of 147,359,168 ordinary shares (89.34%) 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 nine director nominees for one-year terms expiring at the 2024 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 Stephenson 138,274,392 943,599 121,427 8,019,750 Melissa Barra 138,273,849 945,597 119,972 8,019,750 T. Michael Glenn 117,905,975 21,312,071 121,372 8,019,750 Theodore L. Harris 133,015,836 6,198,860 124,722 8,019,750 David A. Jones 127,677,884 11,528,677 132,857 8,019,750 Gregory E. Knight 137,637,235 1,581,064 121,119 8,019,750 Michael T. Speetzen 137,640,830 1,576,006 122,582 8,019,750 John L. Stauch 137,246,658 1,970,905 121,855 8,019,750 Billie I. Williamson 131,701,465 7,511,943 126,010 8,019,750 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 126,701,264 12,396,835 241,319 8,019,750 Proposal 3. — Approve, by Nonbinding, Advisory Vote, the Frequency of Future Advisory Votes on the Compensation of the Named Executive Officers To recommend, by nonbinding, advisory vote, the frequency of future advisory votes on the compensation of the Company’s named executive officers. The frequency of every 1 year (annual) for future advisory votes on the compensation of the Company’s named executive officers was recommended, by non-binding, advisory vote, by shareholders as follows: 1 Year 2 Years 3 Years Abstentions Broker Non-Votes 135,259,774 61,692 3,879,210 138,742 8,019,750 In light of the results of this vote and other factors, the board of directors of the Company, approved including a non-binding, advisory vote on the compensation of the Company’s named executive officers in the Company’s proxy materials every year until the next time the Company must include in its proxy materials a non-binding, advisory vote on the frequency of future votes on the compensation of the Company’s named executive officers, which would be at the Company’s 2029 annual general meeting of shareholders. Proposal 4. — 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, 2023 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 137,432,892 9,782,946 143,330 Proposal 5. — 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 146,135,708 1,027,195 196,265 Proposal 6. — 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 123,941,356 23,132,640 285,172 Proposal 7. — Authorize the Price Range at Which the Company Can Re-Allot Shares It Holds as Treasury Shares Under Irish Law To authorize t he 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 146,169,782 674,094 515,292 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 9, 2023. PENTAIR PLC Registrant By: /s/ Karla C. Robertson Karla C. Robertson Executive Vice President, General Counsel, Secretary and Chief Social Responsibility Officer