Rogers Corp. Files DEF 14A for May 6, 2026 Annual Meeting
| Field | Detail |
|---|---|
| Company | Def 14a - Rogers Corp (0000084748) (Filer) |
| Filed Date | Mar 24, 2026 |
| Risk Level | low |
| Pages | 15 |
| Reading Time | 18 min |
| Key Dollar Amounts | $3,635,511, $24,000, $21,689, $2,000, $3,683,200 |
| Sentiment | neutral |
Complexity: simple
Sentiment: neutral
Topics: proxy-statement, annual-meeting, corporate-governance
TL;DR
**Rogers Corp. just dropped its proxy statement for the May 6, 2026 annual meeting, get ready to vote on directors and pay!**
AI Summary
Rogers Corp. filed a DEF 14A proxy statement on March 24, 2026, for its annual meeting scheduled for May 6, 2026. This filing, identified by accession number 0001140361-26-010927, outlines proposals for shareholder votes, including director elections and executive compensation. For investors, this matters because it provides crucial information about the company's governance, leadership, and compensation practices, which can influence future performance and shareholder value.
Why It Matters
This filing details the agenda for Rogers Corp.'s upcoming annual meeting, allowing shareholders to understand and vote on critical corporate governance issues, including who leads the company and how they are compensated.
Risk Assessment
Risk Level: low — A DEF 14A filing is a standard disclosure for an annual meeting and does not inherently present a high risk, but the proposals within it could carry risks.
Analyst Insight
An investor should review the full DEF 14A document to understand the specific proposals, especially those related to director nominations and executive compensation, before the May 6, 2026 annual meeting to make informed voting decisions.
Key Numbers
- 2026-03-24 — Filing Date (Date the DEF 14A was filed with the SEC)
- 2026-05-06 — Period of Report (Date of the Annual Meeting of Shareholders)
- 1731997 — Size (bytes) (Size of the primary DEF 14A HTML document)
- 36 — Documents (Total number of documents included in the filing)
Key Players & Entities
- ROGERS CORP (company) — Filer of the DEF 14A
- 0000084748 (company) — CIK of ROGERS CORP
- 0001140361-26-010927 (dollar_amount) — SEC Accession No. for the filing
- 2026-03-24 (person) — Filing Date
- 2026-05-06 (person) — Period of Report / Annual Meeting Date
Forward-Looking Statements
- Shareholders will vote on director elections and executive compensation at the May 6, 2026 annual meeting. (ROGERS CORP) — high confidence, target: 2026-05-06
FAQ
What is the purpose of this DEF 14A filing by ROGERS CORP?
The DEF 14A filing by ROGERS CORP, with SEC Accession No. 0001140361-26-010927, is an 'Other definitive proxy statement' used to provide shareholders with information ahead of their annual meeting, which is scheduled for May 6, 2026.
When was this DEF 14A filing submitted and accepted by the SEC?
This DEF 14A filing was submitted and accepted by the SEC on the same day, March 24, 2026, at 17:30:56.
What is the CIK number for ROGERS CORP, the filer of this document?
The CIK (Central Index Key) number for ROGERS CORP, as indicated in the filing details, is 0000084748.
How many individual documents are included in this specific SEC filing?
This specific SEC filing, 0001140361-26-010927, includes a total of 36 documents, as stated under the 'Documents' section.
What is the primary business address listed for ROGERS CORP in this filing?
The primary business address listed for ROGERS CORP in this filing is 2225 W CHANDLER BLVD, CHANDLER AZ 85224, with a phone number of 480-917-6000.
Filing Stats: 4,480 words · 18 min read · ~15 pages · Grade level 12.8 · Accepted 2026-03-24 17:30:56
Key Financial Figures
- $3,635,511 — ional information. 2025 Audit Fees $3,635,511 Audit Related Fees $24,000 Tax Fee
- $24,000 — Fees $3,635,511 Audit Related Fees $24,000 Tax Fees $21,689 All Other Fees $
- $21,689 — Audit Related Fees $24,000 Tax Fees $21,689 All Other Fees $2,000 Total Fees
- $2,000 — 0 Tax Fees $21,689 All Other Fees $2,000 Total Fees $3,683,200 5 TABLE OF C
- $3,683,200 — All Other Fees $2,000 Total Fees $3,683,200 5 TABLE OF CONTENTS Executive Compe
Filing Documents
- ny20055473x1_def14a.htm (DEF 14A) — 1691KB
- logo_rogers2.jpg (GRAPHIC) — 61KB
- logo_rogers2x1.jpg (GRAPHIC) — 47KB
- sig_jmorton.jpg (GRAPHIC) — 20KB
- ny20055473x1_hshot1.jpg (GRAPHIC) — 22KB
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- ny20055473x1_hshot11x1.jpg (GRAPHIC) — 27KB
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- ny20055473x1_hshot5.jpg (GRAPHIC) — 23KB
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- ny20055473x1_hshot9.jpg (GRAPHIC) — 23KB
- ny20055473x1_pc1.jpg (GRAPHIC) — 588KB
- ny20055473x1_pc2.jpg (GRAPHIC) — 551KB
- ny20055473x1_piechart01.jpg (GRAPHIC) — 107KB
- ny20055473x1_pvpchart01.jpg (GRAPHIC) — 159KB
- ny20055473x1_pvpchart02.jpg (GRAPHIC) — 118KB
- ny20055473x1_pvpchart03.jpg (GRAPHIC) — 121KB
- ny20055473x1_tick.jpg (GRAPHIC) — 4KB
- ny20055473x1_tickx1.jpg (GRAPHIC) — 4KB
- sig_armandlauzon.jpg (GRAPHIC) — 12KB
- 0001140361-26-010927.txt ( ) — 8013KB
- rog-20260506.xsd (EX-101.SCH) — 4KB
- rog-20260506_def.xml (EX-101.DEF) — 3KB
- rog-20260506_lab.xml (EX-101.LAB) — 3KB
- rog-20260506_pre.xml (EX-101.PRE) — 7KB
- ny20055473x1_def14a_htm.xml (XML) — 331KB
Executive Compensation
Executive Compensation We ask that our shareholders annually approve on an advisory basis our named executive officer ("NEO") compensation. Our Board of Directors (the "Board") recommends a FOR vote because it believes that our compensation policies and practices for named executive officers are effective in achieving the Company's goals of rewarding sustained financial and operating performance and leadership excellence, aligning such executives' long-term interest with those of our shareholders, and motivating our executives to remain with the Company for long and productive careers. At our most recent regularly held annual meeting, 96% of the votes cast by our shareholders approved our executive compensation. 6 TABLE OF CONTENTS Proxy Statement Table of Contents Proposal 1 - Election of Directors 8 Our Corporate Governance 12 Corporate Responsibility 16 Proposal 2 - Ratification of the Selection of our Independent Auditor 17 Audit Committee Report 17 Independent Auditing Firm Fees 18 Proposal 3 - Advisory Vote on Executive Compensation 19 Compensation & Organization Committee Report 20 Compensation Discussion and Analysis 21
Executive Compensation
Executive Compensation 30 CEO Pay Ratio 38 Pay versus Performance 39 Director Compensation 43 Proposal 4 - Approval of Company's 2026 Employee Stock Purchase Plan 45
Security Ownership of Certain Beneficial Owners and Management
Security Ownership of Certain Beneficial Owners and Management 49 Related Party Transactions 51 Annual Meeting Information 52 APPENDIX A - Rogers Corporation 2026 Employee Stock Purchase Plan A-1 7 TABLE OF CONTENTS Proposal 1 - Election of Directors The first proposal to be voted on at the Annual Meeting will be the election of nine director nominees. On October 16, 2025, Peter Wallace, a director since 2010, informed the Board that he will not stand for re-election and his term as a director will end at the conclusion of the Annual Meeting. The Board extends its gratitude to Mr. Wallace for his counsel, collegiality, and significant contributions during his many years of service as a director of the Company. On July 12, 2025, Colin Gouveia, our former Chief Executive Officer and a director since 2023, left the Company. In connection with his departure, Mr. Gouveia resigned from the Board on the same date. If elected, each nominee will serve until the next annual meeting of shareholders and thereafter until their successors are chosen and qualified. The Board has been advised that each nominee will serve if elected. Except for Messrs. Cope and Starkloff, all of the nominees are currently directors of Rogers and were elected to their present term at the 2025 Annual Meeting of Shareholders. Vote Required To be elected, each director requires the affirmative vote of the holders of a plurality of the votes cast. This means that the nominees who receive the highest number of affirmative votes cast will be elected irrespective of how small the number of affirmative votes is in comparison to the total number of shares voted. Our Board, however, has adopted a majority vote policy, under which, in an uncontested election, any director nominee for whom the number of votes "withheld" exceeds the number of votes "for" the nominee must submit his or her resignation for consideration by our Nominating, Governance & Sustainability Committee and our Board. Ab