Form 8-K
8-K — POOL CORP
Accession: 0001193125-26-204112
Filed: 2026-05-04
Period: 2026-05-04
CIK: 0000945841
SIC: 5090 (WHOLESALE-MISC DURABLE GOODS)
Item: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers
Item: Regulation FD Disclosure
Item: Financial Statements and Exhibits
Documents
8-K — pool-20260504.htm (Primary)
EX-99.1 (pool-ex99_1.htm)
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8-K
8-K (Primary)
Filename: pool-20260504.htm · Sequence: 1
8-K
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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) May 4, 2026
______________
POOL CORPORATION
(Exact name of registrant as specified in its charter)
Delaware
0-26640
36-3943363
(State or other jurisdiction of
(Commission File Number)
(IRS 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 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On May 4, 2026, Pool Corporation (the “Company”), a Delaware corporation, and Peter D. Arvan mutually agreed that Mr. Arvan will cease to serve as President and Chief Executive Officer, effective May 4, 2026 (the “Transition Effective Time”). Mr. Arvan will also resign as a member of the Company’s Board of Directors (the “Board”), effective at the Transition Effective Time. Mr. Arvan’s resignation from the Board is not the result of any disagreement with the Company on any matter relating to the Company’s operations, policies or practices. Information required by Item 5.02(e) of Form 8-K has not been determined as of the date of this report. The Company intends to file an amendment to this filing containing the information called for by Item 5.02(e) of Form 8-K within four business days after the information is determined or becomes available.
The Board has appointed John B. Watwood as President and Chief Executive Officer, effective as of the Transition Effective Time. Mr. Watwood, age 47, joined the Company as executive vice president in January 2026. From 2008 until his transition to Pool Corporation, he advanced through a range of roles at Motion Industries, beginning in technical and operational positions before progressing through various leadership roles, ultimately serving as senior vice president of sales and operations. Earlier in his career, Mr. Watwood gained experience at SMC Corporation of America and Applied Industrial Technologies.
In connection with Mr. Watwood’s appointment as President and Chief Executive Officer, the Company and Mr. Watwood entered into an employment agreement (the “Employment Agreement”). Pursuant to the Employment Agreement, Mr. Watwood is entitled to an annual salary of $800,000. In addition, Mr. Watwood is eligible to participate in the Company’s annual bonus program, with a target bonus opportunity of 125% of his annual base salary, upon the achievement of certain performance metrics. The Board also approved an initial equity grant valued at approximately $1,750,000, which will be split fifty percent as restricted shares and fifty percent as performance-based shares. The foregoing description of the Employment Agreement does not purport to be complete, and is qualified in its entirety by reference to the full text of the Form of Employment Agreement, which is attached hereto as Exhibit 10.1 and incorporated herein by reference.
Additionally, the Board appointed John E. Stokely, Chair of the Board, as Executive Chair effective on May 4, 2026. In connection with Mr. Stokely’s appointment as Executive Chair, Mr. Stokely will receive a monthly fee of $50,000 for the period he serves as Executive Chair and will also remain eligible to receive compensation under the Board’s standard compensation policy while he serves as Executive Chair. Mr. Stokely has served on the Board since 2000 and has served as lead independent director since 2003 and as Chair of the Board since 2017. David G. Whalen will serve as lead independent director in the interim and receive a monthly fee of $5,000 for the period he serves in such role and also remain eligible to receive compensation under the Board’s standard compensation policy. In connection with Mr. Arvan’s resignation, the Board reduced the size of the Board to eight directors.
There are no arrangements or understandings between either Mr. Watwood or Mr. Stokely and any other persons pursuant to which either was selected as an officer or director of the Company. There are also no family relationships between either Mr. Watwood or Mr. Stokely and any director or executive officer of the Company. Except as previously disclosed in the Company’s 2026 Proxy Statement filed with the Securities and Exchange Commission on March 26, 2026, Mr. Stokely and Mr. Watwood have no direct or indirect material interest in any related party transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K.
Item 7.01 Regulation FD Disclosure.
On May 4, 2026, the Company issued the press release included herein as Exhibit 99.1.
The information furnished pursuant to Item 7.01 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the Exchange Act), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, regardless of any general incorporation language in such filing.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
10.1
Form of Employment Agreement for Executive Officers, Including CEO (incorporated by reference to Exhibit 10.3 to the Company’s Quarterly Report on Form 10-Q filed on October 29, 2025)
99.1
Press release issued by Pool Corporation on May 4, 2026, announcing the appointment of John B. Watwood as President and CEO, succeeding Peter D. Arvan, and the appointment of John E. Stokely as Executive Chair of the Board of Directors
104
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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/ Melanie M. Hart
Melanie M. Hart
Senior Vice President and Chief Financial Officer
Dated: May 4, 2026
EX-99.1
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EX-99.1
Exhibit 99.1
FOR IMMEDIATE RELEASE
Pool Corporation Announces Leadership Transition
John B. Watwood appointed as President and CEO
Peter D. Arvan to step down as President, CEO and Director
John E. Stokely appointed as Executive Chair
______________________
COVINGTON, LA (May 4, 2026) - Pool Corporation (Nasdaq: POOL) (the “Company” or “POOLCORP”) announced today that its Board of Directors has appointed John B. Watwood as President and Chief Executive Officer, effective May 4, 2026. Peter D. Arvan will step down as President and Chief Executive Officer and as a member of the Company’s Board of Directors (the “Board”) on the same date. John E. Stokely, Chair of the Board, has also been appointed as Executive Chair.
Mr. Watwood is a seasoned operational leader with more than two decades of experience in industrial and specialty distribution, bringing strategic, operational, and sales expertise to POOLCORP. He joined the Company as Executive Vice President in January 2026. Prior to his transition to POOLCORP, Mr. Watwood most recently served as Senior Vice President of Sales and Operations at Motion Industries, a subsidiary of publicly traded Genuine Parts Company (NYSE: GPC), and a leading distributor of industrial parts and value-added solutions, where he led growth and operational performance and strengthened customer relationships across the business. Earlier in his career, he held positions at SMC Corporation of America and Applied Industrial Technologies.
“As POOLCORP continues to execute its strategic priorities, the Board believes now is the right time for this leadership transition,” said Mr. Stokely. “Through our ongoing succession planning, the Board determined that Mr. Watwood has the right set of leadership, operational, and strategic skills and experience to lead the Company into its next phase of growth. During his tenure at POOLCORP, John quickly earned the respect of the entire organization and the Board. I am pleased to announce his appointment and look forward to continuing to work closely with him to ensure that POOLCORP delivers on our mission.”
Mr. Stokely continued, “On behalf of the Board, I want to thank Pete for his tireless efforts over the last nine years, and we wish him continued success. Through a steadfast commitment to innovation and operational excellence, strengthened during Pete’s tenure, the Company is well positioned for long-term value creation.”
Mr. Watwood said, “I am honored to have the opportunity to lead this exceptional company and appreciate the Board’s trust and support. My priority will be building upon the strong foundation already in place to continue as the best worldwide distributor of outdoor lifestyle products. I am excited to continue working with the talented POOLCORP team as we execute our strategy and continue delivering the exceptional value and service that have long defined POOLCORP.”
“With all of our success, the greatest accomplishment has been the team we have amassed, from our leadership to our distribution network and every person in between. We have been, and will continue to be, recognized for our operational excellence and our culture of customer service that is executed with pride and passion. I value the relationships I formed with our employees, suppliers, investors, and customers. I have every confidence that POOLCORP will continue to grow, be better, and stronger, as I continue to cheer this team on from the sidelines,” commented Mr. Arvan.
Mr. Stokely has served on the Board since 2000, as Lead Independent Director since 2003, and as Chair of the Board since 2017. He will now serve as Executive Chair. Mr. Stokely, along with the full Board, will work closely with Mr. Watwood and POOLCORP’s leadership to continue advancing the Company’s strategic priorities and delivering long-term shareholder returns.
Full-Year 2026 Guidance
The Company continues to expect its full-year 2026 results to fall within the range provided in its first quarter earnings release issued on April 23, 2026.
Previously Announced 2026 Investor Day
POOLCORP is postponing its Investor Day, previously scheduled for May 12, 2026, in Phoenix, Arizona. A new date will be announced as soon as it is confirmed, and registered attendees will receive direct notification.
About Pool Corporation
POOLCORP is the world’s largest wholesale distributor of swimming pool and related backyard products. POOLCORP operates approximately 455 sales centers in North America, Europe and Australia, through which it distributes more than 200,000 products to roughly 125,000 wholesale customers. For more information about POOLCORP, please visit www.poolcorp.com.
Forward-Looking Statements
This news release may include “forward-looking” statements that involve risk 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 the sensitivity of our business to weather conditions; changes in economic conditions, consumer discretionary spending, the housing market, inflation or interest rates and other risks detailed in POOLCORP’s 2025 Annual Report on Form 10-K, Quarterly Reports on Form 10-Q and other reports and filings with the Securities and Exchange Commission (SEC) as updated by POOLCORP's subsequent filings with the SEC.
CONTACT:
Kristin S. Byars
Director, Investor Relations and Finance
985.801.5153
kristin.byars@poolcorp.com
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