---
schema_version: "secwatch.filing_event.v1"
accession: "0000026172-24-000026"
form_type: "8-K"
ticker: "CMI"
cik: "0000026172"
company_name: "CUMMINS INC"
filed_at: "2024-05-15T23:59:59+00:00"
generated_at: "2026-06-01T23:45:40.942214+00:00"
event_type: "other"
sentiment: "neutral"
materiality_score: 0.2
calibrated_materiality_score: 0.15
confidence: "high"
source: SEC EDGAR
---

# Cummins shareholders elect all 11 directors, approve say-on-pay, reject two proposals

## Summary
- All 11 director nominees elected; top vote-getter John H. Stone with 99.5% of votes cast.
- Advisory say-on-pay passed with 89.2M for (93.7% of votes cast).
- Ratification of PricewaterhouseCoopers as auditor approved with 107.6M for (95.5% of votes cast).
- Shareholder proposal for independent board chairman defeated: 53.5M against (56.4% of votes cast).
- Shareholder proposal on linking exec comp to 1.5°C emissions reduction defeated: 79.3M against (83.5% of votes cast).

## SEC filing metadata
- accession: 0000026172-24-000026
- form_type: 8-K
- ticker: CMI
- cik: 0000026172
- company_name: CUMMINS INC
- filed_at: 2024-05-15T23:59:59+00:00
- event_type: other
- sentiment: neutral
- materiality_score: 0.2
- calibrated_materiality_score: 0.15
- confidence: high
- sec_items: 5.07
- EDGAR index: https://www.sec.gov/Archives/edgar/data/26172/000002617224000026/0000026172-24-000026-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/26172/000002617224000026/cmi-20240514.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0000026172-24-000026
- JSON: https://secwatch.observer/filing/0000026172-24-000026.json
- Plain text: https://secwatch.observer/filing/0000026172-24-000026.txt

## Key facts
- Shareholder Votes
  CUMMINS INC shareholders rejected 4. Shareholder Proposal Regarding an Independent Board Chairman at the 2024-05-14 meeting.
  - Outcome: failed
  - Meeting: 2024-05-14
  source text: 4. Shareholder Proposal Regarding an Independent Board Chairman For Against Abstain Broker Non-Votes 41,415,876 53,460,424 479,572 17,523,019
  evidence_url: https://www.sec.gov/Archives/edgar/data/26172/000002617224000026/0000026172-24-000026-index.htm
- Shareholder Votes
  CUMMINS INC shareholders rejected 5. Shareholder Proposal Regarding Linking Executive Compensation to Achieving 1.5°C emissions reductions at the 2024-05-14 meeting.
  - Outcome: failed
  - Meeting: 2024-05-14
  source text: 5. Shareholder Proposal Regarding Linking Executive Compensation to Achieving 1.5°C emissions reductions For Against Abstain Broker Non-Votes 15,609,081 79,253,669 493,122 17,523,019
  evidence_url: https://www.sec.gov/Archives/edgar/data/26172/000002617224000026/0000026172-24-000026-index.htm
- Shareholder Votes
  CUMMINS INC shareholders approved 1. Election of Eleven Directors for a One-Year Term to Expire at the Company’s 2025 Annual Meeting of Shareholders at the 2024-05-14 meeting.
  - Proposal: director election
  - Outcome: passed
  - Meeting: 2024-05-14
  source text: Item 5.07. Submission of Matters to a Vote of Security Holders. On May 14, 2024, at the 2024 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 2025 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 auditors for 2024; • A shareholder proposal regarding an independent board chairman; and • A shareholder proposal regarding linking executive compensation to achieving 1.5°C emissions reductions.
  evidence_url: https://www.sec.gov/Archives/edgar/data/26172/000002617224000026/0000026172-24-000026-index.htm
- Shareholder Votes
  CUMMINS INC shareholders approved 2. Advisory Vote on the Compensation of the Company’s Named Executive Officers at the 2024-05-14 meeting.
  - Proposal: say on pay
  - Outcome: passed
  - Meeting: 2024-05-14
  source text: 2. Advisory Vote on the Compensation of the Company’s Named Executive Officers For Against Abstain Broker Non-Votes 89,248,608 5,655,401 451,863 17,523,019
  evidence_url: https://www.sec.gov/Archives/edgar/data/26172/000002617224000026/0000026172-24-000026-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.