avy-20260430
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
April 30, 2026
Date of Report (Date of earliest event reported)
AVERY DENNISON CORPORATION
(Exact name of registrant as specified in its charter)
Delaware | 1-7685 | 95-1492269 | ||||||||||||
(State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) | ||||||||||||
| 8080 Norton Parkway | ||||||||
Mentor, Ohio | 44060 | |||||||
(Address of principal executive offices) | (Zip Code) | |||||||
Registrant’s telephone number, including area code (440) 534-6000
(Former name or former address, if changed since last report.)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||||||||||||
| Common stock, $1 par value | AVY | New York Stock Exchange | ||||||||||||
| 3.750% Senior Notes due 2034 | AVY34 | Nasdaq Stock Market | ||||||||||||
| 4.000% Senior Notes due 2035 | AVY35 | Nasdaq Stock Market | ||||||||||||
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Section 5 — Corporate Governance and Management
Item 5.07 Submission of Matters to a Vote of Security Holders.
(a) Avery Dennison Corporation (the “Company”) held its Annual Meeting of Stockholders in a virtual-only format on April 30, 2026.
(b) At the Annual Meeting, a total of 71,592,791 shares of the Company’s common stock, representing 93.1% of the 76,917,031 shares outstanding and eligible to vote as of the March 2, 2026 record date for the meeting established by the Company’s Board of Directors (the “Board”) were represented in person or by proxy, constituting a quorum. The Company’s stockholders (i) elected Bradley Alford, Mitchell Butier, Ward Dickson, David Flitman, Andres Lopez, Maria Fernanda Mejia, Francesca Reverberi, Patrick Siewert, Deon Stander and William Wagner to the Board for a one-year term; (ii) approved, on an advisory basis, the Company’s executive compensation; (iii) ratified the appointment of PwC as the Company’s independent registered public accounting firm for fiscal year 2026; and (iv) did not approve a stockholder proposal for an independent Board Chairman.
The final results of the voting for the ten director nominees named in the Company’s proxy statement filed with the Securities and Exchange Commission on March 12, 2026 (the “2026 Proxy Statement”) were as follows:
| Director Nominee | For | Against | Abstain | Broker Non-Votes | ||||||||||||||||||||||
| Bradley Alford | 62,534,964 | 4,384,404 | 800,273 | 3,873,150 | ||||||||||||||||||||||
| Mitchell Butier | 65,781,795 | 1,900,412 | 37,434 | 3,873,150 | ||||||||||||||||||||||
| Ward Dickson | 66,890,850 | 796,243 | 32,548 | 3,873,150 | ||||||||||||||||||||||
| David Flitman | 67,106,988 | 576,869 | 35,784 | 3,873,150 | ||||||||||||||||||||||
| Andres Lopez | 66,984,480 | 704,513 | 30,648 | 3,873,150 | ||||||||||||||||||||||
| Maria Fernanda Mejia | 67,441,232 | 248,541 | 29,868 | 3,873,150 | ||||||||||||||||||||||
| Francesca Reverberi | 67,389,253 | 298,652 | 31,736 | 3,873,150 | ||||||||||||||||||||||
| Patrick Siewert | 63,149,747 | 3,767,455 | 802,439 | 3,873,150 | ||||||||||||||||||||||
| Deon Stander | 66,795,858 | 861,334 | 62,449 | 3,873,150 | ||||||||||||||||||||||
| William Wagner | 58,397,905 | 9,247,209 | 74,527 | 3,873,150 | ||||||||||||||||||||||
The final results of the voting for proposals 2, 3 and 4 described in the 2026 Proxy Statement were as follows:
| Proposal | For | Against | Abstain | Broker Non-Votes | ||||||||||||||||||||||
| Approval, on an advisory basis, of the Company’s executive compensation | 64,573,620 | 3,056,685 | 89,336 | 3,873,150 | ||||||||||||||||||||||
| Ratification of appointment of PwC as the Company’s independent registered public accounting firm for fiscal year 2026 | 67,165,746 | 4,393,443 | 33,602 | — | ||||||||||||||||||||||
| Vote on a stockholder proposal for an independent Board Chairman, if properly presented during the meeting | 26,486,735 | 40,928,828 | 304,078 | 3,873,150 | ||||||||||||||||||||||
Section 9 — Financial Statements and Exhibits
Item 9.01 Financial Statements and Exhibits.
| Exhibit Number | Exhibit Title | |||||||
| 104 | Cover Page Interactive Data File (formatted in Inline XBRL and contained in Exhibit 101) | |||||||
EXHIBIT INDEX
| Exhibit Number | Exhibit Title | |||||||
| 104 | Cover Page Interactive Data File (formatted in Inline XBRL and contained in Exhibit 101) | |||||||
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| AVERY DENNISON CORPORATION | |||||||||||
| Date: May 1, 2026 | By: | /s/ Ignacio J. Walker | |||||||||
Name: Ignacio J. Walker | |||||||||||
Title: Senior Vice President and Chief Legal Officer | |||||||||||