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~~May 3027, 2025

Date of Report (Date of Earliest Event Reported)

Vontier Corporation

(Exact Name of Registrant as Specified in Its Charter)

Delaware

001-39483

84-2783455

(State or Other Jurisdiction
Of Incorporation)

(Commission

File Number)

(I.R.S. Employer
Identification No.)

5438 Wade Park Boulevard, Suite 600

Raleigh, NC 27607

(Address of principal executive offices, including zip code)

Registrant’s telephone number, including area code: (984) 275-6000

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
Common stock, par value $0.0001 per share	VNT	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~~Item 25.0207 Submission ~~RESULTS~~of OFMatters ~~OPERATIONS~~to ~~AND~~a ~~FINANCIAL~~Vote ~~CONDITION~~of Security Holders.

OnAt ~~May~~the 1,Annual ~~2025,~~Meeting of Vontier Corporation (the "“Company"”) ~~issued~~held aon ~~press~~May ~~release announcing financial results for the quarter ended March 28~~27, 2025. ~~A copy of~~ the ~~release~~Company’s isstockholders ~~furnished~~voted ~~herewith as Exhibit 99.1 and incorporated by reference herein. The information set forth in this Item 2.02 of this Current Report~~ on ~~Form 8-K and~~ the ~~press~~following ~~release~~three ~~attached~~proposals ~~hereto as Exhibit 99.1 are being furnished pursuant to Item 2.02 of Form 8-K. This Item 2.02 of this Current Report on Form 8-K~~ and ~~the~~cast ~~press~~their ~~release~~votes ~~attached hereto~~ as ~~Exhibit~~described 99.1 shall not be deemed "filed" for purposes of Section 18 of the Securities Act of 1934, as amended (the "Exchange Act"), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.below:

~~ITEM~~Proposal 81: To elect Karen C.01 ~~OTHER~~Francis, ~~EVENTS~~Gloria R. Boyland, Robert L. Eatroff, David M. Foulkes, Christopher J. Klein, Mark D. Morelli, Maryrose Sylvester and J. Darrell Thomas to serve for an annual term expiring at the 2026 Annual Meeting of Stockholders of the Company and until their successors are duly elected and qualified. Each of Mses. Francis, Boyland and Sylvester and Messrs. Eatroff, Foulkes, Klein, Morelli and Thomas was elected for an annual term by a vote of the Company’s stockholders as follows:

On April 30, 2025, the Board of Directors of the Company approved a replenishment of the Company’s previously approved share repurchase program announced in May 2021 and replenished in May 2022, bringing the total amount authorized for future share repurchases back up to $500 million. Under the share repurchase program, the Company will purchase shares of common stock, par value $0.0001 per share, from time to time on the open market or in privately negotiated transactions. The timing and amount of shares repurchased will be determined by the Company’s management based on market conditions, share price, applicable legal requirements and other factors. The Company may enter into Rule 10b5-1 plans to facilitate purchases under the share repurchase program. The share repurchase program may be suspended or discontinued at any time and has no expiration date.


	For	Against	Abstain	Broker Non-Votes
Karen C. Francis	129,847,639	665,159	144,576	6,975,372
Gloria R. Boyland	129,903,349	668,685	85,340	6,975,372
Robert L. Eatroff	130,285,101	284,233	88,040	6,975,372
David M. Foulkes	129,974,122	592,899	90,353	6,975,372
Christopher J. Klein	129,713,115	850,348	93,911	6,975,372
Mark D. Morelli	130,288,958	277,854	90,562	6,975,372
Maryrose Sylvester	128,371,738	1,005,967	1,279,669	6,975,372
J. Darrell Thomas	130,283,041	286,994	87,339	6,975,372

~~FORWARD-LOOKING~~Proposal ~~STATEMENTS~~2: To ratify the selection of Ernst & Young LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2025. The proposal was approved by a vote of the Company’s stockholders as follows:

This Current Report on Form 8-K contains forward-looking statements within the meaning of the federal securities laws. These statements include, but are not limited to statements regarding the Company’s business, and any other statements identified by their use of words like “anticipate,” “expect,” “believe,” “outlook,” “guidance,” or “will” or other words of similar meaning. There are a number of important risks and uncertainties that could cause actual results, developments and business decisions to differ materially from those suggested or indicated by such forward-looking statements and you should not place undue reliance on any such forward-looking statements. These risks and uncertainties include, among other things, deterioration of or instability in the economy, the markets we serve, changes in U.S. and international geopolitics, including trade policies, volatility in financial markets, contractions or lower growth rates and cyclicality of markets we serve, competition, changes in industry standards and governmental policies and regulations that may adversely impact demand for our products or our costs, our ability to successfully identify, consummate, integrate and realize the anticipated value of appropriate acquisitions and successfully complete divestitures and other dispositions, our ability to develop and successfully market new products, software, and services and expand into new markets, the potential for improper conduct by our employees, agents or business partners, impact of divestitures, contingent liabilities relating to acquisitions and divestitures, impact of changes to tax laws, our compliance with changes in applicable laws and regulations, risks relating to global economic, political, war or hostility, public health, legal, compliance and business factors, risks relating to potential impairment of goodwill and other intangible assets, currency exchange rates, tax audits and changes in our tax rate and income tax liabilities, the impact of our debt obligations on our operations, litigation and other contingent liabilities including intellectual property and environmental, health and safety matters, our ability to adequately protect our intellectual property rights, risks relating to product, service or software defects, product liability and recalls, risks relating to product manufacturing, our relationships with and the performance of our channel partners, commodity costs and surcharges, our ability to adjust purchases and manufacturing capacity to reflect market conditions, reliance on sole sources of supply, security breaches or other disruptions of our information technology systems, adverse effects of restructuring activities, impact of changes to U.S. GAAP, labor matters, and disruptions relating to man-made and natural disasters. Additional information regarding the factors that may cause actual results to differ materially from these forward-looking statements is available in our SEC filings, including our Annual Report on Form 10-K for the year ended December 31, 2024. These forward-looking statements represent Vontier’s beliefs and assumptions only as of the date of this Current Report on Form 8-K and Vontier does not assume any obligation to update or revise any forward-looking statement, whether as a result of new information, future events and developments or otherwise.


For			137,488,123
Against			24,007
Abstain			120,616

~~ITEM~~Proposal 93: To approve, on an advisory basis, the Company’s named executive officer compensation as disclosed in the proxy statement for the Annual Meeting.01 ~~FINANCIAL~~The ~~STATEMENTS~~proposal ~~AND~~was ~~EXHIBITS~~approved, on an advisory basis, by a vote of the Company’s stockholders as follows:

(d) Exhibits.


For			127,557,620
Against			2,959,333
Abstain			140,421
Broker Non-Votes			6,975,372

Exhibit No.			Description
99.1			Press Release, dated May 1, 2025
104			Cover Page Interactive Data File (embedded within the Inline XBRL document)

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.

		VONTIER CORPORATION
Date:	May 129, 2025	By:	/s/ Courtney Kamlet
		Name:	Courtney Kamlet
		Title:	Vice President - Chief Governance and Compliance Officer

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