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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 – May 22, 2026

(Date of earliest event reported)

 

SOLSTICE ADVANCED MATERIALS INC.

(Exact name of Registrant as specified in its Charter)

 

Delaware 001-42812 33-2919563
(State or other jurisdiction of
incorporation)		 (Commission File Number) (I.R.S. Employer Identification
Number)

 

115 Tabor Road  
Morris Plains, New Jersey 07950
(Address of principal executive offices) (Zip Code)

 

Registrant’s telephone number, including area code: (973) 370-8188

 

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, par value $0.01 per share   SOLS   The Nasdaq Stock Market LLC

 

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 5.07Submission of Matters to a Vote of Security Holders

 

Solstice Advanced Materials Inc. (the “Company”) held its Annual Meeting of Shareowners (the “Annual Meeting”) on May 22, 2026. The following matters set forth in our Proxy Statement dated April 2, 2026 (the “2026 Proxy Statement”), which was filed with the Securities and Exchange Commission pursuant to Regulation 14A under the Securities Exchange Act of 1934, as amended, were voted upon with the results indicated below.

 

1.The shareowners elected each of the four Class I nominees to the Board of Directors for a two-year term expiring at the 2028 annual meeting of shareowners, by the vote of the majority of votes cast, in accordance with the Company’s Amended and Restated By-Laws. The voting results are set forth below:

 

   For   Against   Abstain   Broker Non Votes 
Peter Gibbons   110,273,053    739,107    149,203    22,797,301 
Rose Lee   109,635,818    1,394,274    131,271    22,797,301 
William Oplinger   108,733,089    2,278,325    149,949    22,797,301 
Patrick Ward   110,260,061    749,070    152,232    22,797,301 

 

After the Annual Meeting, Fiona C. Laird, Sivasankaran Somasundaram, and Matthew Trerotola continue to serve as Class II directors until the 2027 annual meeting of shareowners and Dr. Rajeev Gautam, David Sewell, and Brian Worrell continue to serve as Class III directors until the 2028 annual meeting of shareowners.

 

2.The shareowners approved the appointment of Deloitte & Touche LLP as independent auditors for 2026. The voting results are set forth below:

 

For  Against  Abstain
133,593,862  187,060  177,742

 

3.The shareowners approved, on a non-binding advisory basis, the compensation of the Company’s named executive officers as disclosed in the 2026 Proxy Statement. The voting results are set forth below:

 

For  Against  Abstain  Broker Non Votes
106,377,063  4,429,812  354,488  22,797,301

 

4.The voting results on a non-binding advisory vote on the frequency of the advisory vote on executive compensation are set forth below:

 

1 Year  2 Years  3 Years  Abstain  Broker Non Votes
107,765,801  972,917  2,130,347  292,298  22,797,301

 

Consistent with the recommendation of the Board of Directors of the Company as set forth in the 2026 Proxy Statement and the vote of the Company’s shareowners at the Annual Meeting, the Company is confirming that it will include an annual advisory vote on the compensation of its named executive officers in its proxy materials until the next required shareowner vote on the frequency of advisory votes on executive compensation, which vote is expected to be held at the Company’s 2032 Annual Meeting of Shareowners.

 

 

 

 

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.

 

Date: May 22, 2026   SOLSTICE ADVANCED MATERIALS INC.
         
      By: /s/ Brian Rudick
        Brian Rudick
        Senior Vice President, General Counsel & Corporate Secretary