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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
Date of Report (Date of earliest event reported): May 8, 2025
MUELLER INDUSTRIES, INC.
(Exact name of registrant as specified in its charter)
| Delaware | 1-6770 | 25-0790410 | ||
| (State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
| 150 Schilling Blvd. | ||||
| Suite 100 | ||||
| Collierville, Tennessee | 38017 | |||
| (Address of principal executive offices) | (Zip Code) | |||
Registrant’s telephone number, including area code: (901) 753-3200
Registrant’s Former Name or Address, if changed since last report: N/A
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, $0.01 Par Value | MLI | New York Stock Exchange |
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. ☐
| Item 5.07 | Submission of Matters to a Vote of Security Holders. |
On May 8, 2025, the Company held its Annual Meeting of Stockholders, at which three proposals were voted upon. The results of the vote are as follows:
Proposal 1 - Election of directors; the following persons were duly elected to serve, subject to the Company’s By-laws, as Directors of the Company until the next Annual Meeting, or until election and qualification of their successors:
| For | Withheld | |||||||
| Gregory L. Christopher |
93,918,049 | 4,143,965 | ||||||
| Elizabeth Donovan |
82,122,931 | 15,939,083 | ||||||
| William C. Drummond |
97,584,593 | 477,421 | ||||||
| Gary S. Gladstein |
95,168,786 | 2,893,228 | ||||||
| Scott J. Goldman |
94,865,294 | 3,196,720 | ||||||
| John B. Hansen |
96,201,913 | 1,860,101 | ||||||
| Terry Hermanson |
77,809,488 | 20,252,526 | ||||||
| Charles P. Herzog, Jr. |
80,013,231 | 18,048,783 | ||||||
Proposal 2 - The Company’s stockholders approved the appointment of Ernst & Young LLP as the Company’s independent auditors for the fiscal year ending December 27, 2025:
| For |
Against | Abstain | ||
| 100,489,266 | 2,399,333 | 886,740 |
Proposal 3 - The Company’s stockholders approved an advisory vote on the compensation of the Company’s named executive officers:
| For |
Against | Abstain | Broker Non-Votes | |||
| 82,878,250 | 14,397,940 | 785,824 | 5,713,325 |
| Item 8.01 | Other Events. |
On May 9, 2025, the Company issued a press release announcing that its Board of Directors has declared a regular quarterly cash dividend on its common stock of 25 cents per share. The dividend will be payable June 20, 2025, to shareholders of record on June 6, 2025. A copy of the press release announcing the payment and record dates is attached as Exhibit 99.1.
| Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits
| 99.1 | Press release, dated May 9, 2025. |
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SIGNATURE
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.
| MUELLER INDUSTRIES, INC. | ||
| By: | /s/ Anthony J. Steinriede |
|
| Name: | Anthony J. Steinriede | |
| Title: | Vice President, Corporate Controller |
|
Date: May 12, 2025
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Exhibit 99.1
Mueller Industries, Inc. Declares Cash Dividend for Second Quarter
COLLIERVILLE, Tenn., May 9, 2025 – Mueller Industries, Inc. (NYSE: MLI) announced today that its Board of Directors has declared a regular quarterly cash dividend on its common stock of 25 cents per share. The dividend will be payable June 20, 2025 to shareholders of record on June 6, 2025.
Mueller Industries, Inc. (NYSE: MLI) is an industrial corporation whose holdings manufacture vital goods for important markets such as air, water, oil and gas distribution; climate comfort; food preservation; energy transmission; medical; aerospace; and automotive. It includes a network of companies and brands throughout North America, Europe, Asia, and the Middle East.
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Statements in this release that are not strictly historical may be “forward-looking” statements, which involve risks and uncertainties. These include economic and currency conditions, continued availability of raw materials and energy, market demand, pricing, competitive and technological factors, and the availability of financing, among others, as set forth in the Company’s SEC filings. The words “outlook,” “estimate,” “project,” “intend,” “expect,” “believe,” “target,” “encourage,” “anticipate,” “appear,” and similar expressions are intended to identify forward-looking statements. The reader should not place undue reliance on forward-looking statements, which speak only as of the date of this report. The Company has no obligation to publicly update or revise any forward-looking statements to reflect events after the date of this report.
CONTACT
Jeffrey A. Martin
(901)753-3226