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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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): April 25, 2024 (April 22, 2024)
CRANE COMPANY
(Exact name of registrant as specified in its charter)
DELAWARE
(State or other jurisdiction of incorporation)
Delaware
1-41570
88-2846451
(State or other jurisdiction of incorporation or organization)
(Commission File Number)
(I.R.S. Employer Identification No.)
100 First Stamford Place
Stamford
CT
06902
(Address of Principal Executive Offices)
(Zip Code)
Registrant’s telephone number, including area code: 203-363-7300
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 classTrading SymbolName of each exchange on which registered
Common Stock, par value $1.00 CRNew 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. ☐

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SECTION 5 – CORPORATE GOVERNANCE AND MANAGEMENT
Item 5.07Submission of Matters to a Vote of Security Holders.
Crane Company (the “Company”) held its Annual Meeting of Stockholders on April 22, 2024 (the “Annual Meeting”). The voting results were as follows:

Proposal 1
The following nine Directors were elected to serve until the 2025 Annual Meeting of Stockholders.

Martin R. Benante
Votes for
49,994,068 
Votes against
849,307 
Abstained
188,863 
Broker non-votes
2,329,901 
Sanjay Kapoor
Votes for
49,826,189 
Votes against
645,446 
Abstained
560,603 
Broker non-votes
2,329,901 
Ronald C. Lindsay
Votes for
48,698,654 
Votes against
2,146,613 
Abstained
186,971 
Broker non-votes
2,329,901 
Ellen McClain
Votes for
50,362,879 
Votes against
513,680 
Abstained
155,679 
Broker non-votes
2,329,901 
Charles G. McClure, Jr.
Votes for
49,909,610 
Votes against
933,714 
Abstained
188,914 
Broker non-votes
2,329,901 
Max H. Mitchell
Votes for
49,791,720 
Votes against
1,157,711 
Abstained
82,807 
Broker non-votes
2,329,901 








2




Jennifer M. Pollino
Votes for
49,918,525 
Votes against
954,786 
Abstained
158,927 
Broker non-votes
2,329,901 
John S. Stroup
Votes for
50,019,404 
Votes against
475,890 
Abstained
536,944 
Broker non-votes
2,329,901 
James L.L. Tullis
Votes for
49,903,651 
Votes against
1,074,251 
Abstained
54,336 
Broker non-votes
2,329,901 

Proposal 2
The stockholders ratified the selection of Deloitte & Touche LLP as independent auditors for the Company for 2024.

Votes for
52,654,761 
Votes against
609,069 
Abstained
98,308 
Broker non-votes
0 

Proposal 3
The stockholders approved, on an advisory basis, the compensation of the named executive officers as disclosed in the Company’s definitive proxy statement filed with the United States Securities and Exchange Commission on March 7, 2024.
Votes for
49,863,118 
Votes against
1,029,560 
Abstained
139,560 
Broker non-votes
2,329,901 

Proposal 4
The stockholders approved, on an advisory basis, that the frequency with which we ask stockholders to approve the compensation paid by the Company to the named executive officers be one year.
One Year
49,827,471 
Two Years
113,798 
Three Years
1,022,364 
Abstain
68,605 
Broker non-votes
2,329,901 

In accordance with the recommendation of the Company’s Board of Directors on this matter and these voting results, the Company has determined to hold an advisory, nonbinding vote to approve the compensation of the Company’s named executive officers each year until the next stockholder vote on the frequency of such advisory, non-binding votes. A stockholder vote on the frequency of such advisory, non-binding votes is required to be held at least once every six years.

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SECTION 9 – FINANCIAL STATEMENTS AND EXHIBITS
Item 9.01Financial Statements and Exhibits.
(a)  None
(b)  None
(c)  None
(d)  Exhibits
104Cover Page Interactive Data File (embedded within the Inline XBRL document)
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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.
 
 CRANE COMPANY
April 25, 2024  
 By: /s/ Anthony M. D'lorio
  Anthony M. D'lorio
Executive Vice President, General Counsel and Secretary
  


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