8-K

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) April 30, 2020 (April 29, 2020)

______________

Commission File Number: 0-26640

POOL CORPORATION
(Exact name of registrant as specified in its charter)
Delaware		36-3943363
(State or other jurisdiction of		(I.R.S. Employer
incorporation or organization)		Identification No.)
109 Northpark Boulevard,
Covington,	Louisiana	70433-5001
(Address of principal executive offices)		(Zip Code)

(985) 892-5521

(Registrant’s telephone number, including area code)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligations 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(s)	Name of each exchange on which registered
Common Stock, par value $0.001 per share	POOL	NASDAQ Global Select 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. o

Item 5.07 Submission of Matters to a Vote of Security Holders.

(a)  Annual Meeting of Stockholders

The Annual Meeting of Stockholders of Pool Corporation was held on April 29, 2020.

(b)  Voting Results

Stockholders elected nine directors to serve a one-year term or until their successors are elected and qualified.  The final votes with respect to each director were as follows:

	Number of Shares
	For	Withheld	Abstain	Broker Non-Votes
Peter D. Arvan	35,689,078	251,900	15,662	2,167,791
Andrew W. Code	35,119,212	822,180	15,248	2,167,791
Timothy M. Graven	35,298,866	642,767	15,007	2,167,791
Debra S. Oler	33,690,334	2,249,284	17,022	2,167,791
Manuel J. Perez de la Mesa	35,315,181	627,524	13,935	2,167,791
Harlan F. Seymour	34,766,025	1,175,995	14,620	2,167,791
Robert C. Sledd	35,246,436	695,586	14,618	2,167,791
John E. Stokely	32,960,444	2,159,838	836,358	2,167,791
David G. Whalen	35,884,376	56,808	15,456	2,167,791

Stockholders ratified the retention of Ernst & Young LLP, certified public accountants, as our independent registered public accounting firm for the fiscal year ending December 31, 2020.  The final votes were as follows:

Number of Shares
For	Against	Abstain	Broker Non-Votes
36,977,847	1,132,814	13,770	—

Stockholders approved, on an advisory and non-binding basis, the compensation of our named executive officers (the say-on-pay vote).  The final votes were as follows:

Number of Shares
For	Against	Abstain	Broker Non-Votes
35,815,113	118,856	22,671	2,167,826

Item 7.01 Regulation FD Disclosure.

On April 30, 2020, Pool Corporation issued the press release included herein as Exhibit 99.1.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

99.1	Press release issued by Pool Corporation on April 30, 2020, announcing the voting results of its annual meeting.
104	Cover Page Interactive Data File (embedded within the Inline XBRL document)

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.

POOL CORPORATION
By:	/s/ Mark W. Joslin
	Mark W. Joslin
	Senior Vice President and Chief Financial Officer

Dated: April 30, 2020

EX-99.1

Exhibit 99.1

IMMEDIATE RELEASE

POOL CORPORATION ANNOUNCES VOTING RESULTS FOR ITS 2020 ANNUAL MEETING OF STOCKHOLDERS

______________________

COVINGTON, LA. (April 30, 2020) - Pool Corporation (Nasdaq/GSM:POOL) announced today that at POOLCORP’s Annual Meeting of Stockholders on April 29, 2020, stockholders elected Peter D. Arvan, Andrew W. Code, Timothy M. Graven, Debra S. Oler, Manuel J. Perez de la Mesa, Harlan F. Seymour, Robert C. Sledd, John E. Stokely and David G. Whalen to serve as directors for the ensuing year.

The voting results on the other proposals for this year’s meeting are as follows:

▪ratification of the retention of Ernst & Young LLP as our independent registered public accounting firm for fiscal 2020; and

▪approval of the compensation of our named executive officers as disclosed in our Proxy Statement (the advisory say-on-pay vote).

At the annual meeting, Mr. Stokely, Chairman of the Board, commented, “The thoughts of our Board and management team are with all of those who have been affected, directly or indirectly, by the ongoing coronavirus pandemic, including our employees, our customers, our vendors and all others in our communities.”

Pool Corporation is the world’s largest wholesale distributor of swimming pool and related backyard products. POOLCORP operates approximately 375 sales centers in North America, Europe and Australia through which it distributes more than 200,000 national brand and private label products to roughly 120,000 wholesale customers. For more information about POOLCORP, please visit www.poolcorp.com.

This news release may include “forward-looking” statements that involve risks and uncertainties. The forward-looking statements in this release are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements speak only as of the date of this release, and we undertake no obligation to update or revise such statements to reflect new circumstances or unanticipated events as they occur. Actual results may differ materially due to a variety of factors, including impacts on our business from the COVID-19 pandemic, the sensitivity of our business to weather conditions, changes in the economy and the housing market and other risks detailed in POOLCORP’s 2019 Annual Report on Form 10-K filed with the Securities and Exchange Commission (SEC) as updated by POOLCORP’s subsequent filings with the SEC.

CONTACT:

Curtis J. Scheel

Director of Investor Relations

985.801.5341

curtis.scheel@poolcorp.com

XML

Document Document	Apr. 30, 2020
Cover Page [Abstract]
Entity Central Index Key	0000945841
Title of 12(b) Security	Common Stock, par value $0.001 per share
Entity Registrant Name	POOL CORPORATION
Document Type	8-K
Document Period End Date	Apr. 30, 2020
Entity File Number	0-26640
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	36-3943363
Entity Address, Address Line One	109 Northpark Boulevard,
Entity Address, City or Town	Covington,
Entity Address, State or Province	LA
Entity Address, Postal Zip Code	70433-5001
City Area Code	(985)
Local Phone Number	892-5521
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Entity Emerging Growth Company	false
Trading Symbol	POOL
Security Exchange Name	NASDAQ
Amendment Flag	false