Boardroom Alpha
Meeting calendar
WAB · Annual meeting · Tuesday, May 12, 2026

Westinghouse Air Brake Technologies Corp

3 nominees · 3 ballot items.

Elect three directors (Rafael Santana, Lee C. Banks, Byron S. Foster); advisory (non-binding) vote to approve 2025 named executive officer compensation (Say-on-Pay); ratify Ernst & Young LLP as independent registered public accounting firm for 2026.

Market cap
$44.5B
1Y TSR
+28.9%
Board grade
B+
Record date
Mar 16, 2026
Filing
DEF 14A
Meeting concluded · May 12, 2026

Follow how the vote landed and what changed on Westinghouse Air Brake Technologies Corp’s board — director track records, governance grades, and ongoing monitoring — on the Boardroom Alpha platform.

Proposals

On the ballot3

  1. 1

    Election of Three Directors

    ManagementBoard: FOR

    Elect three incumbent directors (Rafael Santana, Lee C. Banks, Byron S. Foster) to serve three-year terms expiring in 2029.

  2. 2

    Advisory Vote to Approve Compensation of Our Named Executive Officers (Say-on-Pay

    ManagementBoard: FOR

    Non-binding advisory vote to approve the 2025 compensation of the company’s named executive officers as disclosed in the proxy statement, including CD&A and compensation tables.

    More detail

    This management proposal requests a non-binding, advisory approval of the 2025 compensation for the named executive officers as disclosed in the proxy statement, including the CD&A and compensation tables. Management seeks this annual advisory vote in accordance with Dodd-Frank and the Company’s prior stockholder preference to hold the say-on-pay vote annually; the board states it takes the vote results into account when setting future compensation. The proposal reflects Wabtec’s compensation philosophy tying pay to performance through a mix of base salary, cash incentives tied to adjusted EPS and cash conversion, and long-term equity awards tied to ROIC, cash from operations, and RTSR with performance metrics and caps to mitigate excessive risk. The board recommends a vote FOR, citing alignment of NEO interests with stockholders, strong 2025 performance, robust governance practices such as clawback policy, stock ownership guidelines, and prior say-on-pay support (~93% in 2025). The SEC-required non-binding nature means the board is not legally required to act on the vote but indicates the board will consider the outcome when making future compensation decisions. The context includes high CEO pay concentrated in equity and strong realized payouts for 2023-2025 performance units, potentially attracting scrutiny but supported by disclosed performance metrics and governance safeguards.

  3. 3

    Ratify Independent Registered Public Accounting Firm

    ManagementBoard: FOR

    Ratify Ernst & Young LLP as the independent registered public accounting firm for fiscal year 2026.

Director elections

Nominees on the ballot3

Independent
Tenure on this board
5.6 yrs
Also a director at
Innio NV (INIO)
Independent
Tenure on this board
5.0 yrs
Also a director at
Dana Inc (DAN)
Ownership

Top institutional holders10

Latest 13F quarter
1FMR LLC7.9%13,414,459$3.4B
2VANGUARD CAPITAL MANAGEMENT LLC6.5%11,081,573$2.8B
3PRICE T ROWE ASSOCIATES INC /MD/4.6%7,760,055$1.9B
4STATE STREET CORP4.6%7,740,942$1.9B
5VANGUARD PORTFOLIO MANAGEMENT LLC4.2%7,157,876$1.8B
6BlackRock, Inc.3.0%5,135,439$1.3B
7GEODE CAPITAL MANAGEMENT, LLC2.4%4,009,644$998M
8BlackRock, Inc.2.0%3,456,479$864M
9FMR LLC2.0%3,311,217$828M
10Select Equity Group, L.P.1.7%2,923,643$731M
Filings

Recent key filings

Periodic reports
Definitive proxies
Reference

Frequently asked questions

When is the Westinghouse Air Brake Technologies Corp 2026 annual meeting?
Westinghouse Air Brake Technologies Corp (WAB) holds its 2026 annual shareholder meeting on Tuesday, May 12, 2026.
What is the record date for the Westinghouse Air Brake Technologies Corp 2026 meeting?
The record date for the Westinghouse Air Brake Technologies Corp 2026 meeting is Monday, March 16, 2026. Shareholders of record on or before that date are eligible to vote.
Who are the director nominees for Westinghouse Air Brake Technologies Corp's 2026 meeting?
The board is presenting 3 director nominees at the Westinghouse Air Brake Technologies Corp 2026 meeting, listed with their independence status and background.
What proposals will shareholders vote on at the Westinghouse Air Brake Technologies Corp 2026 meeting?
Shareholders will vote on 3 proposals at the Westinghouse Air Brake Technologies Corp 2026 meeting, each tagged with who proposed it and the board's recommendation.
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