MOHAWK INDUSTRIES INC

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 14A

Proxy Statement Pursuant to Section 14(a) of the

Securities Exchange Act of 1934 (Amendment No. )

Filed by the Registrant ☒

Filed by a Party other than the Registrant ☐

Check the appropriate box:

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Preliminary Proxy Statement

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Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))

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Definitive Proxy Statement

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Definitive Additional Materials

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Soliciting Material under §240.14a-12

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MOHAWK INDUSTRIES, INC.

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(Name of Registrant as Specified in Its Charter)

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

Payment of Filing Fee (Check the appropriate box):

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No fee required.

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Fee paid previously with preliminary materials.

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Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a6(i)(1) and 0-11.

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(1)

See Annex A for reconciliation of Non-GAAP financial measures

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(2)

As of December 31, 2025

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To the Stockholders of

Mohawk Industries, Inc.:

You are cordially invited to attend the Annual Meeting of Stockholders (the “Annual Meeting”) to be held on Thursday, May 21, 2026, at 10:00 a.m. Eastern Time, at the headquarters of Mohawk Industries, Inc. (the “Company”) located at 160 South Industrial Boulevard, Calhoun, Georgia 30701.

The business of the meeting will be:

(i)

to elect three persons who will serve as the Company’s Class I directors for a three-year term beginning in 2026,

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(ii)

to ratify the selection of KPMG LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2026,

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(iii)

to vote upon a non-binding, advisory resolution to approve the compensation of the Company’s named executive officers, as disclosed and discussed in this proxy statement,

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(iv)

to approve the Company’s 2026 Incentive Plan,

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(v)

to vote upon a stockholder proposal regarding a majority vote standard, and

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(vi)

to consider and act upon such other business as may properly come before the meeting or any adjournments or postponements thereof.

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There will not otherwise be a business review at the meeting.

We are pleased to take advantage of the Securities and Exchange Commission rules that allow the Company to furnish proxy materials to stockholders on the internet. These rules allow us to provide our stockholders with the information they need, while reducing the environmental impact of our Annual Meeting and lowering costs. Unless you previously requested a paper copy of our proxy materials, you will receive a Notice of Internet Availability of Proxy Materials, which tells you how to access the materials on the internet. If you have requested paper copies and no longer wish to receive them, contact Broadridge Financial Solutions, Inc. (“Broadridge”) to request that only the Notice of Internet Availability of Proxy Materials be mailed in the future. Contact Broadridge by phone at (800) 579-1639 or by mail at 51 Mercedes Way, Edgewood, New York 11717.

Whether or not you plan to attend the annual meeting, please vote by internet at your earliest convenience or complete and return your proxy card if you requested a paper copy of our materials. You may choose to attend the meeting and personally cast your votes even if you fill out and return a proxy card.

Sincerely yours,

JEFFREY S. LORBERBAUM

Chairman and Chief Executive Officer

Calhoun, Georgia

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Notice of Annual Meeting of Stockholders

to Be Held on May 21, 2026

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This Proxy Statement is furnished by and on behalf of the Board of Directors of Mohawk Industries, Inc. (“Mohawk” or the “Company”) in connection with the solicitation of proxies for use at the annual meeting of stockholders of the Company. We have elected to provide access to our proxy materials on the internet. Accordingly, we are sending a Notice of Internet Availability of Proxy Materials (the “Notice”) to our stockholders of record (“Stockholders”) and beneficial owners. All Stockholders and beneficial owners may access the proxy materials at the Company’s website, ir.mohawkind.com/proxy-materials. If you would like to receive a paper copy of our proxy materials, please contact Broadridge Financial Solutions, Inc. by phone at (800) 579-1639 or by mail at 51 Mercedes Way, Edgewood, New York 11717.

The Notice will be made available to Stockholders on or about April 3, 2026.

By Order of the Board of Directors,

R. DAVID PATTON

Vice President — Business Strategy, General Counsel and Secretary