Skip to main content

POOL CORP

For the period ended Dec 31, 2025. Filed Mar 26, 2026.

View on SEC.gov

About this filing

What shareholders are asked to vote on at a company's meeting. It is where to find what directors and top executives are paid, and who owns the most shares.

Dec 31, 2025 · Filed Mar 26, 2026

POOL$211.70-2.3%Stored close · as of Nov 6, 2026
See the whole filing, with its images and exhibits

Compensation Setting Process

The Committee is responsible for the oversight of our executive compensation program, and they approve compensation plans for senior management and equity-based plans for all employees. In evaluating and determining executive compensation, the Committee considers many factors, including the Company’s overall performance; each executive’s role and responsibilities, individual performance, tenure and experience; and peer group performance.

The Committee typically meets in February each year to establish executive compensation plans for that fiscal year.

Role of Management

The Committee uses data, analysis, and recommendations from the CEO when considering senior management compensation. While the CEO recommends pay for other members of senior management, the Committee reviews these suggestions and makes final decisions using its own collective judgment. The CEO does not make recommendations about his own pay; the Committee determines his compensation independently. Although the CEO attends meetings where executive pay is discussed, he is not present when his own compensation is deliberated or voted on. Management also assists the Committee by preparing the annual peer group compensation analysis.

Role of Compensation Consultant

The Committee periodically hires an independent consultant to review executive and director compensation. To keep our programs aligned with stockholder interests and market trends, the Committee engaged Meridian Compensation Partners (Meridian) in 2025 to assess our executive pay.

The consultant reports directly to the Committee but may work with management as needed to collect compensation and performance data. Consultants may also seek feedback from management to clarify company processes or resolve data questions before finalizing their reports for the Committee.

Benchmarking and Establishment of Peer Group

Our compensation programs are designed to be competitive with companies of comparable size and industry, reflecting the labor market in which we compete for executive talent. As noted above, we believe that total target compensation for our NEOs should be closely aligned with the median total target compensation of our peer group. We establish compensation targets for each executive position both in the aggregate and by component based on a program designed to help us achieve our strategic and financial objectives.

The Committee reviews and compares our key compensation components – base salary, annual cash incentives, and long-term incentive awards – both individually and in total, against those offered to the most highly compensated executive officers at our peer group companies (sometimes referred to as the “market”). These comparisons use compensation data disclosed in the annual proxy statements of the peer group companies, providing the Committee with insight into executive pay and benefits within similar market environments.

The Committee reviews management’s evaluation of potential peer companies, approves the annual peer group and also reviews the annual executive compensation analysis that is prepared by management and, in some years, by the compensation consultant. When developing our peer group, we consider the following criteria:

organizational structure (public companies);

type of business (primarily wholesale distribution);

company size (measured by revenue and market capitalization); and

group size (number of peer companies).

Our evaluation focuses on public companies that represent a comparable subset of distributors across industries. Although we consider companies with some manufacturing or retail operations, we generally exclude companies where wholesale distribution is not the majority of the business.

In 2024 , the Committee reviewed our peer group and removed Watsco, Inc. due to its atypical pay practices. As a result, our 2025 peer group consisted of the following 13 companies:

⋅Applied Industrial Technologies, Inc.⋅GMS Inc.⋅Resideo Technologies, Inc.
⋅Beacon Roofing Supply, Inc.⋅Henry Schein, Inc.⋅SiteOne Landscape Supply, Inc.
⋅Boise Cascade Company⋅LKQ Corporation⋅UFP Industries, Inc.
⋅Core & Main, Inc.⋅MSC Industrial Direct Co., Inc.
⋅Fastenal Company⋅Patterson Companies, Inc.

The table below presents our revenue and market capitalization compared to the median of our 2025 peer group (based on data available in the fall of 2024 when the 2025 peer group was established).

(in millions)RevenueMarket Capitalization
POOL(1)$5,368$14,091
Peer group median(2)6,8936,604

(1)POOL’s revenue reflects net sales for our most recent four quarters at the time of our analysis on October 14, 2024, and our market capitalization is as of October 14, 2024.

(2)The peer group median revenue represents the median net sales for the most recent four quarters available as of October 14, 2024; the peer group median market capitalization is as of October 14, 2024. Data provided by FactSet.

The Committee reviews each component of our NEOs’ compensation compared to the peer group 25th percentile, median, and 75th percentile for similarly situated executives and uses this analysis to determine if our total target compensation closely aligns with the peer group median target compensation. Since market medians and the ranges around them represent only initial reference points, the Committee also uses its subjective judgment to set compensation targets, incorporating other relevant information such as individual executive performance and skills, long-term potential, experience in the position, retention considerations and internal equity among executives. The Committee also reviews the total annual compensation that each executive could potentially receive and, for perspective, reviews the previous year’s total compensation for each executive.

The Committee has considered the impact that paying below the median of our peers might have on attracting, retaining and motivating senior management. The Committee believes that the fundamental philosophy of emphasizing pay-for-performance is the right one for our Company and that our core compensation program can provide competitive or superior total compensation for senior management compared to our peer group given a reasonable economic environment. The Committee continues to believe that the design of our compensation program reflects an appropriate weighting of performance-based and at-risk compensation and provides our executives with the opportunity to receive total compensation comparable or superior to the peer group median over time if our performance meets or exceeds expectations in future years.

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.