Date of Report (Date of earliest event reported) —6/4/2026
____________________________________________
TRANE TECHNOLOGIES PLC
(Exact name of registrant as specified in its charter)
____________________________________________
Ireland
001-34400
98-0626632
(State or other jurisdiction
of incorporation)
(Commission
File Number)
(I.R.S. Employer
Identification No.)
170/175 Lakeview Drive
Airside Business Park
Swords Co. Dublin
Ireland
(Address of principal executive offices, including zip code)
+(353)(0)18707400
(Registrant’s phone number, including area code)
N/A
(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:
☐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
Name of each exchange on which registered
Ordinary Shares, Par Value $1.00 per Share
TT
New York Stock Exchange
5.250% Senior Notes due 2033
TT33
New York Stock Exchange
5.100% Senior Notes due 2034
TT34
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 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2):
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. o
1
Item 5.07.
Submission of Matters to a Vote of Security Holders
At the 2026 Annual General Meeting, the Company’s shareholders:
1.Elected all eleven of the Company’s nominees for director;
2.Provided advisory approval of the compensation of the Company’s named executive officers;
3.Approved the appointment of PricewaterhouseCoopers to serve as the Company’s independent auditors for the fiscal year ending December 31, 2026, and authorized the Audit Committee to set the auditors’ remuneration;
4.Approved the renewal of the Directors’ existing authority to issue shares;
5.Approved the renewal of the Directors’ existing authority to issue shares for cash without first offering shares to existing shareholders; and
6.Approved the determination of the price range at which the Company can reallot shares that it holds as treasury shares.
Proposals 1(a)-(k). Election of eleven (11) directors to hold office until the Company’s next Annual General Meeting of Shareholders:
Nominees
For
Against
Abstain
Broker Non-Vote
(a)
Kirk E. Arnold
183,071,641
1,256,303
525,422
13,771,529
(b)
Ana P. Assis
183,581,196
799,176
472,994
13,771,529
(c)
Ann C. Berzin
176,222,852
8,150,186
480,328
13,771,529
(d)
April Miller Boise
177,983,289
6,392,908
477,169
13,771,529
(e)
Mark R. George
183,470,955
866,366
516,045
13,771,529
(f)
John A. Hayes
179,992,439
4,349,305
511,622
13,771,529
(g)
Myles P. Lee
179,319,572
5,031,086
502,708
13,771,529
(h)
Matthew F. Pine
182,710,840
1,698,623
443,903
13,771,529
(i)
David S. Regnery
168,726,528
13,893,707
2,233,131
13,771,529
(j)
Melissa N. Schaeffer
183,555,818
803,070
494,478
13,771,529
(k)
John P. Surma
179,849,441
4,515,927
487,998
13,771,529
Proposal 2. Advisory approval of the compensation of the Company’s named executive officers:
For
Against
Abstain
Broker Non Vote
162,510,140
21,363,365
979,861
13,771,529
Proposal 3. Approval of the Appointment of Independent Auditors:
For
Against
Abstain
Broker Non Vote
179,260,754
18,777,625
586,516
0
Proposal 4. Approval of the Directors’ Existing Authority to Issue Shares:
For
Against
Abstain
Broker Non Vote
194,107,911
4,007,170
509,814
0
Proposal 5. Approval of the Directors’ Authority to Issue Shares for Cash:
For
Against
Abstain
Broker Non Vote
177,895,192
20,071,250
658,453
0
Proposal 6. Approved the determination of the price range at which the Company can reallot shares that it holds as treasury shares:
For
Against
Abstain
Broker Non Vote
196,329,589
1,572,063
723,243
0
2
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.
TRANE TECHNOLOGIES PLC
(Registrant)
Date:
June 5, 2026
/s/ Victoria Lazar
Victoria Lazar, Senior Vice President, General Counsel and Secretary