Not independent
Tenure on this board
6.2 yrs
Also a director at
Boeing Co (BA)
10 nominees · 3 ballot items.
Election of 10 directors; advisory (non-binding) vote to approve named executive officer compensation (say-on-pay); and ratification of PricewaterhouseCoopers LLP as independent auditor for 2026.
Elect 10 director nominees to serve until the 2027 Annual Meeting and until their successors are elected and qualified.
Non-binding, annual 'say-on-pay' advisory vote to approve the compensation of Carrier’s named executive officers as disclosed in the Proxy Statement.
The proposal asks shareholders to cast an advisory (non-binding) vote to approve the company’s executive compensation program as disclosed in the proxy. Management seeks approval to validate its pay-for-performance design, which emphasizes performance-based annual bonuses and long-term incentives (SARs and PSUs) tied to sales, adjusted operating profit, free cash flow, EPS CAGR and relative TSR. The board recommends a FOR vote, citing alignment of pay with performance, rigorous goal-setting, clawback provisions, share ownership requirements and investor engagement reflected in prior strong say-on-pay support (~85% in 2025). The outcome is advisory but informs the Compensation Committee’s future actions; a FOR vote signals shareholder support for existing design while a significant AGAINST vote could prompt management to engage and consider changes. The proposal sits in the context of 2025 results where company performance fell short of certain targets (resulting in a 39% company performance factor for annual bonuses), yet management maintained retention-focused long-term incentive structures and continued governance practices that the board believes align with shareholder interests.
Ratify the Audit Committee and Board’s appointment of PricewaterhouseCoopers LLP as Carrier’s independent registered public accounting firm for fiscal year 2026.
| # | Owner | % of shares | Shares | Value |
|---|---|---|---|---|
| 1 | Capital Research Global Investors | 14.01% | 116,392,662 | $6.6B |
| 2 | VANGUARD CAPITAL MANAGEMENT LLC | 6.18% | 51,343,702 | $2.9B |
| 3 | VANGUARD PORTFOLIO MANAGEMENT LLC | 4.40% | 36,511,692 | $2.1B |
| 4 | STATE STREET CORP | 4.03% | 33,509,413 | $1.9B |
| 5 | DODGE COX | 3.21% | 26,622,273 | $1.5B |
| 6 | BlackRock, Inc. | 2.41% | 20,030,835 | $1.1B |
| 7 | Capital World Investors | 2.37% | 19,715,766 | $1.1B |
| 8 | BlackRock, Inc. | 1.90% | 15,810,688 | $890M |
| 9 | GEODE CAPITAL MANAGEMENT, LLC | 1.82% | 15,118,320 | $847M |
| 10 | Fisher Asset Management, LLC | 1.57% | 13,029,802 | $734M |
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