---
schema_version: "secwatch.filing_event.v1"
accession: "0000098362-24-000060"
form_type: "8-K"
ticker: "TKR"
cik: "0000098362"
company_name: "TIMKEN CO"
filed_at: "2024-05-06T23:59:59+00:00"
generated_at: "2026-06-02T22:48:14.642172+00:00"
event_type: "other_material"
sentiment: "positive"
materiality_score: 0.3
calibrated_materiality_score: 0.15
confidence: "high"
source: SEC EDGAR
---

# Timken shareholders elect ten directors, approve say-on-pay, reject climate proposal

## Summary
- All ten director nominees elected; Christopher L. Mapes received 49.7M votes for (80.5% of votes cast).
- Advisory say-on-pay passed with 59.1M for (95.8% of votes cast).
- Ratification of Ernst & Young as auditor passed with 63.4M for.
- Amendment to 2019 Equity and Incentive Plan approved with 56.5M for (91.6% of votes cast).
- Shareholder proposal for science-based GHG reduction targets rejected, 13.3M for vs 47.6M against.

## SEC filing metadata
- accession: 0000098362-24-000060
- form_type: 8-K
- ticker: TKR
- cik: 0000098362
- company_name: TIMKEN CO
- filed_at: 2024-05-06T23:59:59+00:00
- event_type: other_material
- sentiment: positive
- materiality_score: 0.3
- calibrated_materiality_score: 0.15
- confidence: high
- sec_items: 5.07
- EDGAR index: https://www.sec.gov/Archives/edgar/data/98362/000009836224000060/0000098362-24-000060-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/98362/000009836224000060/tkr-20240503.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0000098362-24-000060
- JSON: https://secwatch.observer/filing/0000098362-24-000060.json
- Plain text: https://secwatch.observer/filing/0000098362-24-000060.txt

## Key facts
- Shareholder Votes
  TIMKEN CO shareholders approved Approval of amendment and restatement of The Timken Company 2019 Equity and Incentive Compensation Plan at the 2024-05-03 meeting.
  - Proposal: equity plan
  - Outcome: passed
  - Meeting: 2024-05-03
  source text: (4) approved the amendment and restatement of The Timken Company 2019 Equity and Incentive Compensation Plan;
  evidence_url: https://www.sec.gov/Archives/edgar/data/98362/000009836224000060/0000098362-24-000060-index.htm
- Shareholder Votes
  TIMKEN CO shareholders approved Ratification of appointment of Ernst & Young LLP as independent auditor for fiscal year ending December 31, 2024 at the 2024-05-03 meeting.
  - Proposal: auditor ratification
  - Outcome: passed
  - Meeting: 2024-05-03
  source text: (3) ratified the appointment of Ernst & Young LLP as its independent auditor for the fiscal year ending December 31, 2024;
  evidence_url: https://www.sec.gov/Archives/edgar/data/98362/000009836224000060/0000098362-24-000060-index.htm
- Shareholder Votes
  TIMKEN CO shareholders rejected Shareholder proposal requesting independently-verified science-based greenhouse gas emissions reduction targets at the 2024-05-03 meeting.
  - Outcome: failed
  - Meeting: 2024-05-03
  source text: (5) did not approve a shareholder proposal requesting that The Timken Company adopt independently-verified short- and medium-term science-based greenhouse gas emissions reduction targets, inclusive of emissions from its full value chain, in order to achieve net-zero emissions by 2050 in line with the Paris Agreement’s goal of limiting global temperature rise to 1.5 degrees Celsius.
  evidence_url: https://www.sec.gov/Archives/edgar/data/98362/000009836224000060/0000098362-24-000060-index.htm
- Shareholder Votes
  TIMKEN CO shareholders approved Election of ten Directors to serve for a term of one year expiring at the annual meeting in 2025 at the 2024-05-03 meeting.
  - Proposal: director election
  - Outcome: passed
  - Meeting: 2024-05-03
  source text: (1) elected the ten Directors set forth below to serve for a term of one year expiring at the annual meeting in 2025 (or until their respective successors are elected and qualified);
  evidence_url: https://www.sec.gov/Archives/edgar/data/98362/000009836224000060/0000098362-24-000060-index.htm
- Shareholder Votes
  TIMKEN CO shareholders approved Advisory approval of named executive officer compensation at the 2024-05-03 meeting.
  - Proposal: say on pay
  - Outcome: passed
  - Meeting: 2024-05-03
  source text: (2) approved, on an advisory basis, the resolution set forth below regarding named executive officer compensation;
  evidence_url: https://www.sec.gov/Archives/edgar/data/98362/000009836224000060/0000098362-24-000060-index.htm

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