Lincoln Electric Holdings Inc

1. 1

   Election of 10 Director Nominees

   ManagementBoard: FOR

   Elect ten director nominees named in the proxy statement to serve until the 2027 Annual Meeting or until their successors are duly elected and qualified.

2. 2

   Ratification of the Appointment of the Independent Registered Public Accounting Firm

   ManagementBoard: FOR

   Ratify the Audit Committee’s appointment of Ernst & Young LLP as Lincoln Electric’s independent registered public accounting firm for the year ending December 31, 2026.

3. 3

   Advisory Approval of Named Executive Officer Compensation (Say-on-Pay

   ManagementBoard: FOR

   A non-binding, advisory vote to approve the compensation disclosed for Lincoln Electric’s named executive officers as described in the Compensation Discussion and Analysis and related tables and narrative.

   More detail

   This proposal asks shareholders to cast a non-binding advisory vote to approve the compensation of the company’s named executive officers as disclosed in the proxy. Management seeks this endorsement to validate its executive pay program design, which it describes as pay-for-performance with a balanced mix of short-term cash incentives and long-term equity (stock options, RSUs, and performance shares) tied to specific financial and non-financial metrics. The Compensation Committee emphasizes alignment of pay with shareholder interests through performance-based awards, stock ownership guidelines, clawback policies, double-trigger change-in-control protections, and independent consultant review. The proxy provides context that the Committee updated program design for 2025 (greater weighting to performance shares, modified metrics, revised vesting) and implemented an Executive Severance Plan to modernize severance and change-in-control arrangements. Management highlights recent outcomes—e.g., strong adjusted financial performance, historical high approval (97%) on prior say-on-pay—and argues the program appropriately balances retention, incentive, and governance objectives. The Board recommends a FOR vote, arguing shareholder approval signals support for the pay philosophy and helps guide future compensation decisions, while noting the advisory nature of the vote. Material context includes the company’s emphasis on ROIC, adjusted operating income margin expansion, net sales growth and other metrics in incentive plans, and the Committee’s use of peer benchmarking and independent advice. A sophisticated analyst should weigh that the vote is advisory (non-binding), that the Committee retains discretion in program design (including adjustments and special-item treatments), and that historical high shareholder support reduces near-term governance risk but does not eliminate potential concerns about pay quantum, discretion in adjustments, or timing of equity grants. Given the company’s disclosure of compensation mechanics, performance outcomes, and governance safeguards, the proposal is framed as a request for shareholder affirmation of the existing pay framework rather than a change in policy.

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When is the Lincoln Electric Holdings Inc 2026 annual meeting?

Lincoln Electric Holdings Inc (LECO) holds its 2026 annual shareholder meeting on Friday, April 17, 2026.

What is the record date for the Lincoln Electric Holdings Inc 2026 meeting?

The record date for the Lincoln Electric Holdings Inc 2026 meeting is Friday, February 27, 2026. Shareholders of record on or before that date are eligible to vote.

Who are the director nominees for Lincoln Electric Holdings Inc's 2026 meeting?

The board is presenting 10 director nominees at the Lincoln Electric Holdings Inc 2026 meeting, listed with their independence status and background.

What proposals will shareholders vote on at the Lincoln Electric Holdings Inc 2026 meeting?

Shareholders will vote on 3 proposals at the Lincoln Electric Holdings Inc 2026 meeting, each tagged with who proposed it and the board's recommendation.