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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): May 22, 2025

CRANE NXT, CO.

(Exact name of registrant as specified in its charter)

DELAWARE

(State or other jurisdiction of incorporation)

Delaware			1-1657						88-0706021
(State or other jurisdiction of incorporation or organization)			(Commission File Number)						(I.R.S. Employer Identification No.)
950 Winter Street 4th Floor North			Waltham			MA			02451
(Address of Principal Executive Offices)									(Zip Code)

Registrant’s telephone number, including area code: 781-755-6868

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
Common Stock, par value $1.00			CXT			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. ☐

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SECTION 5 – CORPORATE GOVERNANCE AND MANAGEMENT

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

On May 22, 2025, Crane NXT, Co. (the "Company") held its 2025 Annual Meeting of Stockholders (the "Annual Meeting"). At the Annual Meeting, the stockholders cast their votes on three proposals as follows:

Proposal 1

The following nine Directors were elected to serve until the 2026 Annual Meeting of Stockholders:

Director Nominee			For			Against			Abstain			Broker non-votes
Michael Dinkins			51,490,283			542,621			44,331			2,146,763
William Grogan			51,602,752			408,955			65,528			2,146,763
Sandra Joyce			51,560,182			410,347			106,706			2,146,763
Cristen Kogl			51,512,113			454,304			110,818			2,146,763
Ellen McClain			50,955,990			1,022,279			98,966			2,146,763
David D. Petratis			51,563,581			414,370			99,284			2,146,763
Aaron W. Saak			51,565,633			486,242			25,360			2,146,763
John S. Stroup			51,471,757			580,724			24,754			2,146,763
James L. L. Tullis			50,944,118			1,059,732			73,385			2,146,763

Proposal 2

The stockholders ratified the selection of Deloitte & Touche LLP as independent auditors for the Company for 2025.

For			Against			Abstain			Broker non-votes
54,149,814			25,911			48,273			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 April 8, 2025.

For			Against			Abstain			Broker non-votes
50,844,690			1,008,960			223,585			2,146,763

SECTION 9 – FINANCIAL STATEMENTS AND EXHIBITS

Item 9.01			Financial Statements and Exhibits.

(d)						Exhibits
Exhibit No.						Description of Exhibit
101						Cover 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 NXT, CO.

May 27, 2025

By:

/s/ Paul G. Igoe

Paul G. Igoe

Senior Vice President, General

Counsel and Secretary

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