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BRADY CORP

For the period ended Jul 31, 2026. Filed Sep 3, 2026.

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A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.

FY2026 · Filed Sep 3, 2026

BRC$79.92+1.5%Stored close · as of Nov 9, 2026

Extracted filing text, with the paragraph anchors used by the comparison.

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Contents

CEO Pay Ratio Disclosure

Summarized below is the ratio of the total compensation of our CEO, Vineet Nargolwala, to the total compensation of our median employee.

For our CEO, we used the total compensation for Mr. Nargolwala as reported in the Summary Compensation Table. However, because Mr. Nargolwala was appointed CEO on June 8, 2026, we annualized the amounts reportedfor him in the “Salary” and “Non-Equity Incentive Compensation” columns of the Summary Compensation Table to reflect the amounts he would have earned for fiscal 2026 if he had served as CEO for the entire fiscal year. The annualized base salary and annual cash incentive award values used in the pay ratio calculation were $1,000,000 and$2,125,000, respectively. Additionally, we used an approximate value of $100,000 for “All Other Compensation”. We did not annualize the amounts in the “Stock Awards” or “Options” columns of the Summary Compensation Table, as the amounts shown in these columns would have been similar had he been the CEO for the entire fiscal year.

For fiscal 2026:

the median of the annual total compensation of all of our employees, other than the CEO, was $59,075; and

the annualized total compensation of our CEO was $8,425,069.

Accordingly, the ratio of the CEO’s annual total compensation to the median of the annual total compensation of all other employees was approximately 143:1.

For our median employee, we elected to use the same employee identified as the median employee in fiscal 2024 for calculating the pay ratio in fiscal 2026. There were no material changes in our employee population or compensation arrangements that we reasonably believe would result in a significant change in our pay ratio disclosures since we identified the median employee for determination of the CEO pay ratio in fiscal 2024.

To identify our median in 2024, as well as to determine the annual total compensation of our median employee in 2026, we used the following methodology and assumptions:

A measurement date of May 31, 2024 was used to identify our median employee, which is within three months of the Company’s fiscal 2024 year end. As of this date, the Company’s total employee population, excluding the CEO, consisted of 5,660 individuals, which comprised all full-time and part-time employees.

The employee population consisted of 5,660 individuals, of which 1,577 were in the United States and 4,083 were outside of the United States.

The Company used annual total cash compensation earned by our employees, as compiled from our payroll records, as the consistently applied compensation measure by which to determine the median employee. This reflects the principal forms of compensation delivered to all of our employees and is readily available in each country.

We annualized the compensation of employees for the full fiscal year and for employees hired during the fiscal year.

For employees outside of the United States, we used applicable currency exchange rates based on the average exchange rate over the period to convert all compensation data.

Our median employee’s total compensation for 2026 was calculated in the same manner as total compensation for each of the NEOs within the Summary Compensation Table and includes contributions to health and welfare benefits.

Pay Versus Performance

The following Pay Versus Performance table summarizes compensation for our principal executive officers (“PEOs”) and the average compensation amounts to all other non-PEO NEOs as reported in the Summary Compensation Table (“SCT”) for the past five fiscal years, as well as amounts for Compensation Actually Paid (“CAP”) to these groups calculated and reported as required under new SEC disclosure requirements. The below table also includes the Company’s Total Shareholder Return (“TSR”) results, Peer Group TSR, net income and the Company selected performance measure -Operating Income. We have selected Operating Income as our primary financial measure we consider to be most important in linking performance to compensation actually paid as the Company’s overall NEO compensation structure is designed to drive profitable growth leading to long-term shareholder value creation.

Pay Versus Performance Table (1) (2) (3)
Summary Compensation Table Total for PEO ($) · Compensation Actually Paid to PEO ($) (4) · Avg. Summary Compensation Table total for non-PEO NEOs ($) · Avg. Compensation Actually Paid to non-PEO NEOs ($) (4) · Value of Initial Fixed $100 Investment Based On: · Net Income (in thousands) · Operating Income(in thousands)
Year · Vineet Nargolwala · Russell R. Shaller · J. Michael Nauman · Vineet Nargolwala · Russell R. Shaller · J. Michael Nauman · Total Shareholder Return ($) (5) · Peer Group Total Shareholder Return ($) (5)
2026$5,770,770$13,915,437$—$6,693,07118,268,357$—$2,232,655$3,383,367$186$203$205,378$263,486
2025—7,597,366——8,643,105—1,563,9831,768,230138159189,256236,638
2024—6,047,628——8,594,765—1,344,9121,708,664138149197,215243,414
2023—3,242,497——3,538,707—1,451,3551,168,25898118174,857225,213
2022—3,968,5545,196,015—3,495,2861,943,1071,033,900737,42089100149,979193,012

(1)In fiscal 2026, Russell R. Shaller retired as the Company’s PEO effective June 8, 2026. Effective that same day, Vineet Nargolwala was appointed the Company’s new PEO. Compensation information is provided separately for each PEO.

(2)In fiscal 2022, J. Michael Nauman retired as the Company’s PEO effective April 1, 2022. Effective that same day, Russell R. Shaller was appointed the Company’s new PEO. Compensation information is provided separately for each PEO.

(3)The Company’s non-PEO NEOs for each fiscal year were as follows:

2026: Ann E. Thornton, Olivier Bojarski, Thomas F. DeBruine, and Andrew T. Gorman

2025: Ann E. Thornton, Olivier Bojarski, Thomas F. DeBruine, and Andrew T. Gorman

2024: Ann E. Thornton, Olivier Bojarski, Thomas F. DeBruine, and Andrew T. Gorman

2023: Ann E. Thornton, Olivier Bojarski, Bentley N. Curran, Andrew T. Gorman, Pascal Deman, and Aaron J. Pearce

2022: Aaron J. Pearce, Bentley N. Curran, Pascal Deman, Andrew T. Gorman, and Helena R. Nelligan

(4)The amounts shown for CAP have been calculated in accordance with Item 402(v) of Regulation S-K and do not reflect compensation actually realized or received by the Company’s NEOs. These amounts reflect total compensation as set forth in the Summary Compensation Table above for each year, adjusted as described in the reconciliation tables below.

(5)The Peer Group TSR set forth in this table utilizes the S&P SmallCap 600 Industrials Index, which we also utilize in the stock performance graph required by Item 201(e) of Regulation S-K included in Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities above. The comparison assumes $100 was invested for the period starting July 31, 2021, through the end of the listed year in the Company and in the S&P SmallCap 600 Industrials Index, respectively. Historical stock performance is not necessarily indicative of future stock performance.

Reconciliation of PEO SCT Total to CAP Reconciliation

YearPEO NameSCT TotalLess:Reported Value of Equity Awards (1)Plus:Equity Award Adjustments (2)CAP to PEO
2026Vineet Nargolwala$5,770,770$5,200,069$6,122,370$6,693,071
2026Russel R. Shaller13,915,43710,406,89714,759,81718,268,357
2025Russel R. Shaller7,597,3664,990,2086,035,9478,643,105
2024Russell R. Shaller6,047,6283,551,0286,098,1658,594,765
2023Russell R. Shaller3,242,4971,164,3901,460,6003,538,707
2022Russell R. Shaller3,968,5542,608,8922,135,6243,495,286
2022J. Michael Nauman5,196,0153,319,96267,0541,943,107

(1)The reported value of equity awards represents the grant date fair value of equity-based awards granted each year. The total of the amounts reported in this column are the totals from the “Stock Awards” and “Option Awards” columns in the Summary Compensation Table for each applicable year.

(2)The equity award adjustments reflects the value of equity calculated in accordance with the SEC methodology for determining CAP for each year shown. These equity award adjustments are set forth in the PEO Equity Award Adjustments table below. For the equity values included in the below table, the valuation assumptions used to calculate fair values did not materially differ from those disclosed at the time of the grant.

PEO Equity Award Adjustments

YearPEO NameFair Value of Outstanding and Unvested Equity Awards Granted in the YearYear over Year Change in Fair Value of Outstanding and Unvested Equity AwardsYear over Year Change in Fair Value of Equity Awards Granted in Prior Years that Vested in the YearFair Value of Awards Granted in Prior Years that were Forfeited During the YearIncremental Fair Value of Awards Modified During the YearEquity Award Adjustments
2026Vineet Nargolwala$6,122,370$—$—$—$—$6,122,370
2026Russell R. Shaller5,222,2953,264,301282,830—5,990,39114,759,817
2025Russell R. Shaller5,076,737764,2464,002—190,9626,035,947
2024Russell R. Shaller4,800,3561,046,520251,289——6,098,165
2023Russell R. Shaller1,097,234278,96684,400——1,460,600
2022Russell R. Shaller2,561,417(326,071)(99,722)——2,135,624
2022J. Michael Nauman1,854,533(1,058,794)(385,483)(343,202)—67,054

Reconciliation of non-PEO NEOs (average) SCT Total to CAP Reconciliation

YearSCT TotalLess:Reported Value of Equity Awards (1)Plus:Equity Award Adjustments (2)CAP to NEO (average)
2026$2,232,655$981,313$2,132,025$3,383,367
20251,563,983602,289806,5361,768,230
20241,344,912473,056836,8081,708,664
20231,451,355660,855377,7581,168,258
20221,033,900381,36384,883737,420

(1)The reported value of equity awards represents the grant date fair value of equity-based awards granted each year. The total of the amounts reported in this column are the totals from the “Stock Awards” and “Option Awards” columns in the Summary Compensation Table for each applicable year.

(2)The equity award adjustments reflects the value of equity calculated in accordance with the SEC methodology for determining CAP for each year shown. These equity award adjustments are set forth in the PEO Equity Award Adjustments table below. For the equity values included in the below table, the valuation assumptions used to calculate fair values did not materially differ from those disclosed at the time of the grant.

Non-PEO NEOs (average) Equity Award Adjustments

YearFair Value of Outstanding and Unvested Equity Awards Granted in the YearYear over Year Change in Fair Value of Outstanding and Unvested Equity AwardsYear over Year Change in Fair Value of Equity Awards Granted in Prior Years that Vested in the YearFair Value of Awards Granted in Prior Years that were Forfeited During the YearIncremental Fair Value of Awards Modified During the YearEquity Award Adjustments
2026$1,437,777$648,407$45,841$—$—$2,132,025
2025628,028162,5487,436—8,524806,536
2024639,487167,09230,229——836,808
2023217,81012,409(8,435)(108,981)264,955377,758
2022307,242(128,663)(50,433)(43,263)—84,883

Description of Relationship Between NEO CAP and Company TSR

The following chart sets forth the relationship between CAP to our PEO, the average of CAP to our other NEOs, and the Company’s cumulative TSR over the five-year period from fiscal 2022 through fiscal 2026.

Description of Relationship Between NEO CAP and Net Income

The following chart sets forth the relationship between CAP to our PEO, the average of CAP to our other NEOs, and our net income during fiscal 2022 through 2026.

Description of Relationship Between NEO CAP and Operating Income

The following chart sets forth the relationship between CAP to our PEO, the average of CAP to our other NEOs, and our operating income during fiscal 2022 through 2026.

Description of Relationship Between Company TSR and Peer Group TSR

The following chart compares our cumulative TSR over the five-year period from 2021 through 2026 to that of the S&P SmallCap 600 Industrials Index.

Fiscal 2026 Tabular List of Most Important Financial Performance Measures

The following table presents the financial performance measures that the Company considers to have been the most important in linking Compensation Actually Paid to our PEO and other NEOs in fiscal 2026 to Company performance. The measures in this table are not ranked.

Most Important Performance Measures

Operating Income

Organic Sales Growth

Total Shareholder Return

Earnings Per Share

ContentsView on SEC.gov

The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.