Bruker Corp
3 nominees · 3 ballot items.
Elect three Class II directors; advisory vote to approve 2025 named executive officer compensation (Say-on-Pay); ratify PricewaterhouseCoopers LLP as independent auditor for 2026.
Follow how the vote landed and what changed on Bruker Corp’s board — director track records, governance grades, and ongoing monitoring — on the Boardroom Alpha platform.
On the ballot3
- 1
Election of Directors
ManagementBoard: FORElect Laura A. Francis, John J. (Jack) Phillips, and Hermann F. Requardt, Ph.D. as Class II directors for three-year terms expiring in 2029.
- 2
Advisory Vote on the 2025 Compensation of Named Executive Officers (Say-on-Pay
ManagementBoard: FORNon-binding, advisory vote to approve the 2025 compensation of the named executive officers as disclosed in the proxy statement.
More detail
The board is asking shareholders to cast a non-binding advisory vote to approve the company’s 2025 named executive officer compensation as disclosed in the proxy, reflecting the Compensation Discussion and Analysis, compensation tables and narratives. Management seeks this advisory endorsement to validate its compensation philosophy of pay-for-performance, retention and alignment with long-term shareholder value, and to demonstrate responsiveness to shareholder governance norms (Dodd-Frank say-on-pay). The CD&A describes target cash incentives, long-term equity awards (mix of stock options and RSUs), metrics (currency-adjusted revenue growth, non-GAAP gross profit or operating profit, working capital improvement, non-GAAP EPS), and individual performance components. The board recommends a vote FOR, arguing that compensation decisions are tied to financial and individual performance, include governance safeguards (clawback policy, stock ownership guidelines, independent compensation consultant), and that prior say-on-pay support (~95% in 2025) affirms shareholder alignment. The vote is advisory and non-binding, but the board and Compensation Committee will consider results when making future decisions. Given the company’s recent performance headwinds (organic revenue decline, lower non-GAAP EPS), shareholders may weigh whether realized payouts and incentive targets appropriately reflected performance and whether the mix of option-based awards and RSUs aligns pay with long-term shareholder returns; management highlights governance controls and rationale for the compensation mix.
- 3
Ratification of Independent Registered Public Accounting Firm
ManagementBoard: FORRatify the appointment of PricewaterhouseCoopers LLP as Bruker’s independent registered public accounting firm for fiscal year 2026.
Nominees on the ballot3
Top institutional holders10
| # | Owner | % of shares | Shares | Value |
|---|---|---|---|---|
| 1 | Orbis Allan Gray Ltd | 11.1% | 16,852,868 | $609M |
| 2 | Pallas Capital Advisors LLC | 6.2% | 9,481,821 | $342M |
| 3 | FMR LLC | 5.5% | 8,435,928 | $305M |
| 4 | BlackRock, Inc. | 4.3% | 6,513,844 | $235M |
| 5 | VANGUARD PORTFOLIO MANAGEMENT LLC | 3.2% | 4,855,915 | $175M |
| 6 | VANGUARD CAPITAL MANAGEMENT LLC | 3.2% | 4,817,076 | $174M |
| 7 | FMR LLC | 3.1% | 4,767,402 | $172M |
| 8 | STATE STREET CORP | 2.6% | 3,908,693 | $141M |
| 9 | EDMOND DE ROTHSCHILD HOLDING S.A. | 2.2% | 3,356,850 | $121M |
| 10 | Sculptor Capital LP | 2.1% | 3,270,000 | $118M |
Other Healthcare sector meetings6
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Frequently asked questions
- When is the Bruker Corp 2026 annual meeting?
- Bruker Corp (BRKR) holds its 2026 annual shareholder meeting on Thursday, May 21, 2026.
- What is the record date for the Bruker Corp 2026 meeting?
- The record date for the Bruker Corp 2026 meeting is Wednesday, April 1, 2026. Shareholders of record on or before that date are eligible to vote.
- Who are the director nominees for Bruker Corp's 2026 meeting?
- The board is presenting 3 director nominees at the Bruker Corp 2026 meeting, listed with their independence status and background.
- What proposals will shareholders vote on at the Bruker Corp 2026 meeting?
- Shareholders will vote on 3 proposals at the Bruker Corp 2026 meeting, each tagged with who proposed it and the board's recommendation.
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