Skip to main content

ACCO BRANDS Corp

For the period ended Mar 28, 2025. Filed Mar 28, 2025.

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.

Mar 28, 2025 · Filed Mar 28, 2025

ACCO$5.06-3.8%Stored close · as of Nov 6, 2026
See the whole filing, with its images and exhibits

Cover page

Show cover page

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D. C. 20549

SCHEDULE 14A INFORMATION

Proxy Statement Pursuant to Section 14(a) of the

Securities Exchange Act of 1934

Filed by the Registrant ☒​​Filed by a party other than the Registrant ☐

Check the appropriate box:

☐​​Preliminary Proxy Statement
☐​​Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))
☒​​Definitive Proxy Statement
☐​​Definitive Additional Materials
☐​​Soliciting Material under §240.14a-12

ACCO BRANDS CORPORATION

(Name of Registrant as Specified in Its Charter)

(Name of Person(s) Filing Proxy Statement, if other than the Registrant)

Payment of Filing Fee (Check all boxes that apply):

☒​​No fee required
☐​​Fee paid previously with preliminary materials
☐​​Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11

2025 Proxy Statement and Notice of Annual Meeting of Stockholders

A Letter from Our Chairman and Our CEO

Dear Fellow Stockholder:

We invite you to join the Board of Directors and our management team at the ACCO Brands Corporation Annual Meeting of Stockholders, which will be held at 9:30 a.m. Central Time on Tuesday, May 20, 2025. The sole purpose of the meeting is to consider the matters described in the following Notice of 2025 Annual Meeting and Proxy Statement.

This year's Annual Meeting of Stockholders will again be conducted virtually, via a live audio webcast. By conducting our meeting virtually, we provide our broad stockholder base with easier access and greater ability to attend and participate in the meeting, including the ability to ask questions and vote their shares at the meeting if they wish.

In 2024, we were pleased with our strong execution on our strategic initiatives, despite a continued challenging demand back drop. Our proactive actions are yielding positive results and better position us for long-term growth.

We are dedicated to enhancing our revenue outcomes through both organic and inorganic strategies. By positioning key business leaders closer to our customers, we have strengthened customer relationships and unlocked additional growth opportunities. Furthermore, we have successfully expanded our distribution across various channels and categories. Our efforts have been refocused on innovation and new product development, and we remain committed to investing in our leading brands.

On the cost front, we delivered approximately $25 million in cost savings for the year from our $60 million multi-year cost reduction program. This program has simplified the organization, delayered our management structure and rationalized our global footprint through a reduction of our manufacturing facilities. Given continued economic uncertainty, we enhanced our $60 million multi-year cost reduction program, bringing the new total to $100 million.

Our proactive approach to cost management allowed us to deliver improved operating margins and cash flows for a second consecutive year. This improvement, and our commitment to debt reduction over the past two years, enables us to expand our capital allocation strategy to include share repurchases and potential M&A. We will continue to support our quarterly dividend and strengthen our balance sheet through debt reduction. As we continue to execute against our refined strategy, we are confident that the actions we are taking will drive long-term stockholder value.

We thank you for your continued support of ACCO Brands and encourage you to vote your shares prior to the Annual Meeting.

It is important that your shares are represented at the meeting. You can submit your proxy by using a toll-free telephone number, by mail, or through the Internet. Instructions for using these services are provided on the accompanying proxy card. If you decide to vote your shares using the accompanying proxy card, we urge you to complete, sign, date and return it promptly.

E. Mark RajkowskiChairman of the Boardof DirectorsThomas TedfordPresident and Chief Executive Officer
Notice of 2025 Annual Meeting of StockholdersDate & Time:Tuesday, May 20, 2025
Location:Virtual at : http://www.viewproxy.com/ACCO/2025
Record Date:March 24, 2025

To register for the 2025 Annual Meeting of Stockholders ("Annual Meeting") of ACCO Brands Corporation (“ACCO Brands” or the “Company”) please visit http://www.viewproxy.com/ACCO/2025. Please register no later than one hour prior to the meeting.

Items of BusinessBoard Recommendation
1To elect nine directors identified in this Proxy Statement for a term expiring at the 2026 Annual Meeting.FOR each nominee
2To ratify the appointment of KPMG LLP as our independent registered public accounting firm for 2025.FOR
3To approve, by non-binding advisory vote, the compensation of our named executive officers.FOR
4To approve an amendment to the ACCO Brands Incentive Plan to increase the number of shares available for future grant.FOR
5To consider such other business as may properly come before the meeting or any adjournment or postponement thereof.FOR

We currently are not aware of any other business to be brought before the Annual Meeting. Only holders of record of common stock at the close of business on March 24, 2025 will be entitled to vote at the Annual Meeting or at any adjournment or postponement thereof.

Your vote is important. Please vote as soon as possible through one of the following methods: (1) by telephone, (2) through the Internet or (3) by mail. For specific instructions, please refer to the accompanying proxy card.

We are providing access to our proxy materials to our stockholders via the Internet and will send a Notice of Internet Availability of Proxy Materials (the “Notice”) to holders of our common stock as of the record date on or about March 28, 2025. We also are soliciting voting instructions from participants in the ACCO Brands Corporation 401(k) plan who hold shares of our common stock under the plan.

By order of the Board of Directors

Pamela R. Schneider

Senior Vice President, General Counsel and Corporate Secretary

Proxy Statement Summary · Executive Compensation
2Company Highlights30Compensation Discussion and Analysis
3Director Nominees52Compensation and Human Capital Committee Report
4Corporate Governance Highlights53Executive Compensation Tables
4Compensation Highlights63CEO Pay Ratio
63Pay Versus Performance
Board of Directors
7Board CompositionProposals
8Director Qualifications and Nomination Process68Proposal 1 - Election of Directors
10Director Nominees69Proposal 2 - Ratification of the Appointment of our Independent Registered Public Accounting Firm
15Director Compensation72Proposal 3 - Advisory Vote on Executive Compensation
73Proposal 4 - Approve an Amendment to the 2022 ACCO Brands Corporation Incentive Plan
Corporate Governance
19Director IndependenceAdditional Information
20Board Leadership Structure89Questions and Answers about this Proxy Statement
20Risk Oversight94Certain Information Regarding Security Holders
23Committees96Submission of Stockholder Proposals and Nominations
28Stockholder Communication98Cautionary Statement Regarding Forward-Looking Statements
99Appendix A: Second Amendment to 2022 ACCO Brands Corporation Incentive Plan
101Appendix B: Supplemental Non-GAAP Financial Measures
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.