Otis Worldwide Corp
For the period ended May 27, 2026. Filed Apr 17, 2026.
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May 27, 2026 · Filed Apr 17, 2026
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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: | |
|---|---|
| ☐ | 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 |
Otis Worldwide 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 |
We are Otis
We are the world’s leading company for elevator
and escalator manufacturing, installation, service and modernization.
You’ll find us in the world’s most iconic structures, as well as residential and commercial buildings,
transportation hubs and everywhere people are on the move.
Our Vision
We give people freedom to connect and thrive in a taller, faster, smarter world.
The Otis Absolutes
In realizing our vision, our colleagues are guided by our commitment to The Otis Absolutes:
Safety
We are in the safety business. The well-being of our
colleagues, our customers and the riding
public is paramount.
EVERYTHING DEPENDS ON MOVING
PEOPLE SAFELY.
Ethics
We strive to be a trusted company, and the employer
and supplier of choice. Doing business the ethical,
lawful and honest way is who we are, and our
reputation depends on it.
DOING BUSINESS THE RIGHT WAY – IT’S WHO
WE ARE.
Quality
We stand for delivering quality results in everything we
do – from engineering, manufacturing, installation and
service, to selling, marketing and financial reporting.
WE DELIVER QUALITY RESULTS IN
EVERYTHING WE DO.
Creating value in 2025
In 2025, Otis Worldwide Corporation (“Otis”) continued to build momentum, strengthening the foundation of our Service-driven business and sharpening our execution across key strategic priorities. Throughout the year, we focused on elevating the experience of our customers and passengers, supporting our colleagues in delivering high-quality service, and enhancing the capabilities that keep our operations resilient and responsive. Guided by The Otis Absolutes of Safety, Ethics and Quality, we remain committed to enabling safe, reliable and connected mobility for people and communities in a rapidly evolving world.
Our reach is global, our people are local
| We maintain approximately 2.5 million customer units worldwide | We serve customers in more than 200 countries and territories |
| We have 72,000 colleagues, including 45,000 field professionals | We have over 1,400 branches and offices and a direct physical presence in more than 70 countries |
Executing on our strategy
We remain focused on executing our strategic pillars to drive long-term, sustainable growth, while continuing to refine our business to meet evolving customer and passenger needs. As the market environment shifts, we are enhancing the competitiveness of our Service-driven model and strengthening the foundation that supports our long-term priorities. Our disciplined approach to capital allocation continues to reinforce these efforts, enabling investment in the business while delivering attractive, long-term returns for our shareholders.
| STRATEGIC PILLARS | 2025 RESULTS |
| Accelerate Service portfolio growth | • Grew Service portfolio by 4%, marking our fourth year at 4% or greater • Ended 2025 with approximately 1.1 million units connected globally(1) and grew subscription revenue by 35% • Sustained growth in our repair business across all regions, marking a three-year CAGR of approximately 10% |
| Deliver modernization value | • Grew modernization orders by 26% at constant currency(2) with all regions growing beyond 10%, outpacing the market • Grew modernization sales by approximately 10% at constant currency(2), for the second consecutive year, and increased modernization backlog by 30% at constant currency(2) • Supported growth through our enhanced commercial strategy, including modular upgrades solutions and an expanded sales team, both of which were enabled by industrialized manufacturing and installation capabilities |
| Sustain New Equipment growth | • Increased New Equipment backlog by 2% at constant currency(2) • Accelerated orders of our Gen3 and Gen360 products, up two points from prior year as a percentage of total orders • Continued implementation of common platform products, factory transformation and material productivity to better serve our New Equipment customers while reducing costs |
| Advance digitalization | • Consolidated multiple endpoints, streamlined solutions to strengthen cyber resilience and simplify management, creating a more efficient and secure foundation for digital operations • Migrated workloads to a multicloud platform, enhancing agility, data accessibility and automation capabilities, streamlining the application portfolio, and improving operational efficiency • Implemented advanced platforms to optimize finance operations and introduced intelligent automation and deployed AI-driven tools and digital assistants to enhance colleague productivity and streamline workflows, embedding data-driven decision-making and automation into everyday business practices |
| Focus and empower our workforce | • Continued deployment of Otis University global leadership program; additionally delivered simulated learning solutions for leaders to enhance decision-making and business performance, as well as for frontline supervisors and people leaders new in their roles • Achieved 10% increase in the realization of executive succession plans, underscoring our continued focus on strengthening leadership pipelines, enhancing organizational continuity and improving the overall health of our succession-planning processes• Achieved record high Inclusion score and maintained our highest overall Pulse engagement score• Concluded our UpLift program and progressed our transition roadmap for Global Business Services to simplify and standardize our processes so our customer-facing colleagues can focus on delivering exceptional customer service |
| (1) | Includes units in warranty period. |
| (2) | As defined more fully in Appendix A on pages 108-111, Otis refers to non-GAAP New Equipment backlog and modernization backlog at constant currency. Appendix A also provides a reconciliation of this non-GAAP financial measure to the corresponding GAAP financial measure. |
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Creating value in 2025
Financial highlights
Otis completed another year with solid financial performance, underscoring the strength of our Service-driven strategy. Service organic sales(1) grew 5%, with strong modernization organic sales growth(1) of 9%. Modernization remains a key growth engine, as orders increased 26%, and we ended the year with backlog up 30% at constant currency(1). Our maintenance portfolio expanded 4% for the fourth consecutive year, to roughly 2.5 million units, supporting the durability of our recurring revenue base. GAAP and adjusted operating profit(1) expanded 70 and 40 basis points, respectively. GAAP earnings per share (“EPS”) decreased 14% and adjusted EPS(1) increased 6%. We increased our quarterly dividend by 8%, and generated $1.6 billion in operating cash flow and adjusted free cash flow(1). We largely returned this strong cash flow to our shareholders through approximately $650 million in dividends and more than $800 million in share repurchases during the year.
| 2025 Results · Percentage change from 2024 | ||
|---|---|---|
| SALES | ||
| GAAP | $14.4B | ~Flatorganic sales growth(1) |
| BACKLOG / UNITS | ||
| New Equipment backlog growth(1) | 2% | 2% |
| Modernization backlog growth(1) | 30% | 30% |
| Maintenance portfolio growth | 4% | 4% |
| CASH FLOW | ||
| Operating cash flow | $1.6B | ~2% |
| Adjusted free cash flow(1) | $1.6B | ~1% |
| DILUTED EARNINGS PER SHARE | ||
| GAAP | $3.50 | (14%) |
| Adjusted(1) | $4.05 | 6% |
| (1) | As defined more fully in Appendix A on pages 108-111, Otis refers to non-GAAP sales as organic sales, non-GAAP backlog growth at constant currency as backlog growth, non-GAAP operating profit as adjusted operating profit, non-GAAP cash flow as adjusted free cash flow and non-GAAP diluted earnings per share as adjusted diluted EPS. Appendix A also provides a reconciliation of these non-GAAP financial measures to the corresponding GAAP financial measures. |
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Independent Lead Director letter
TO OUR SHAREHOLDERS:In 2025, Otis continued to deliver and execute its strategic commitments. Service remains at the core of our strategy, delivering consistent growth and profitability through our industry-leading 2.5 million-unit maintenance portfolio. With $14.4 billion in sales and mid-teens operating profit margin, Otis also continued to lead the industry in both sales and profitability. The future outlook for our modernization business, a key driver of continued portfolio expansion, is robust, with orders accelerating, up 26% in 2025, as customers across all geographies continued to upgrade aging elevator systems. We continued to innovate and invest in research and development, including digital initiatives, with 1.1 million units connected globally.
In 2025, the Board remained focused on overseeing Otis’ UpLift program, a key enterprise transformational initiative introduced in 2023 to standardize processes, optimize our operating model and drive efficiency across the organization to enhance customer centricity. Over the past two years, the UpLift program produced substantial cost savings and achieved its targeted objectives by the end of 2025, demonstrating strong execution by management and continued alignment with the company’s priorities. The Board exercised consistent oversight of progress against defined milestones and ensured that Otis remained positioned to capture the full benefits of these efforts. As UpLift concludes, Otis will build on these gains and continue to transform our business model to enhance competitiveness and long-term shareholder value.
The Board also continued to evolve its governance and shareholder engagement efforts in 2025. Throughout the year, the independent directors of the Board led an expanded investor outreach, both in-season and off-season, to develop a deeper understanding of our investor perspectives. We greatly appreciate the candid feedback and perspectives we heard regarding our strategy, governance and executive compensation practices, which have informed the Board’s actions in response and expanded disclosures, as detailed in this Proxy Statement.
In August 2025, Kathy Hopinkah Hannan was appointed as the new Compensation Committee Chair, and the Compensation Committee appointed a new leading independent compensation consultant to conduct a fresh review of our compensation program and ensure continued objective advice on program design and alignment with shareholder interests. Oversight of the executive succession planning process remains a key Board priority to ensure seamless leadership transitions and reinforce Otis’ long-term organizational continuity. Finally, reflecting the company’s strategic priorities, the Board reviewed and refined our director skills and attributes framework, sharpening descriptions and expanding the set of prioritized skills to continue to align with the company’s strategy and future needs. This ongoing evaluation supports our thoughtful Board refreshment efforts and ensures we maintain the right mix of expertise and perspectives to oversee Otis’ continued growth and value creation.
With the Board’s direction, Otis is focused on growth, promising a bright future, supported by the strength of our global footprint, our relentless focus on the customer experience and the dedication of our people. We would like to thank our shareholders for your continued trust and support. We are confident in the opportunities before us, and the Board remains committed to delivering sustained, long-term value for all our shareholders. We look forward to continued engagement with you in 2026 and respectfully request your support for the Board-recommended proposals contained in this Proxy Statement.
Yours truly,
JOHN H. WALKER
INDEPENDENT LEAD DIRECTOR
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Notice of 2026 Annual Meeting of Shareholders
Meeting information
| DATE AND TIME: May 27, 20269:00 a.m. Eastern time | LOCATION:We will be holding our 2026 Annual Meeting of Shareholders (“Annual Meeting”) virtually via live webcast.To attend, vote or submit questions during the Annual Meeting, see “How to attend” below. You will not be able to attend the meeting in person.For more information, see “Virtual Annual Meeting.” |
| Your vote is important. Please submit your proxy or voting instructions as soon as possible. |
Agenda
| 1. | Election of the 10 director nominees listed in the Proxy Statement |
| 2. | Advisory vote to approve executive compensation |
| 3. | Appointment of PricewaterhouseCoopers LLP to serve as independent auditor for 2026 |
| 4. | Shareholder proposal, if properly presented at the meeting |
| 5. | Other business, if properly presented |
Who may vote:
If you owned shares of Otis common stock at the close of business on March 30, 2026, you are entitled to receive this Notice of the 2026 Annual Meeting and to vote at the meeting, either online or by proxy.
How to attend:
To attend the meeting, please go to www.virtualshareholdermeeting.com/OTIS2026. To participate by voting or submitting questions during the Annual Meeting, you will need to log in to www.virtualshareholdermeeting.com/OTIS2026 using the control number located on your Notice of Internet Availability of Proxy Materials (“Notice of Internet Availability”), proxy card or voting instruction form. You will not be able to attend the Annual Meeting in person.
Please review your 2026 Proxy Statement (“Proxy Statement”) and vote using one of the methods described on the following page.
By Order of the Board of Directors.
SUSAN GRADY
SENIOR VICE PRESIDENT, CORPORATE SECRETARY
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Notice of 2026 Annual Meeting of Shareholders
How to Vote
| INTERNET Online during the Virtual Annual Meeting: Go to www.virtualshareholdermeeting.com/OTIS2026 and followthe instructions on the websiteOnline in advance of the Virtual Annual Meeting:Up until 11:59 p.m. Eastern time on May 26, 2026, go towww.proxyvote.com and follow the instructions on the website | TELEPHONEUp until 11:59 p.m.Eastern time on May 26, 2026, call 1-800-690-6903 | MAIL Sign, date and returnyour proxy card or votinginstruction form in theenclosed postage-paid envelope |
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Important notice regarding the availability of proxy materials for the Annual Meeting to be held on May 27, 2026. This Notice of the 2026 Annual Meeting and Proxy Statement and our 2025 Annual Report to Shareholders (“2025 Annual Report”) are available free of charge at www.proxyvote.com. References in either document to our website or any third-party website are for the convenience of readers, and information available at or through these websites is not a part of nor is it incorporated by reference in the Proxy Statement or 2025 Annual Report.
The Board of Directors (the “Board”) is soliciting proxies to be voted at our Annual Meeting on May 27, 2026, and at any postponed or reconvened meeting. We expect that the proxy materials or a Notice of Internet Availability will be mailed and made available to shareholders beginning on or about April 17, 2026. At the Annual Meeting, votes will be taken on the matters listed in this Notice of the 2026 Annual Meeting.
Virtual Annual Meeting
For our Annual Meeting, we have adopted a virtual meeting format. This format enables shareholders to participate regardless of geographic location, physical or resource constraints. It also safeguards the health and safety of our shareholders, colleagues and members of our Board. All that is required is an internet-connected device.
How will the Annual Meeting be held?
The Annual Meeting will be held solely via live webcast through an online virtual meeting platform that allows shareholders around the globe to listen to the entire meeting on their computer or other device and submit questions. Members of management, our Board and a representative of our independent auditor will be in virtual attendance. There will not be a physical meeting location.
How can shareholders attend and participate in the Annual Meeting?
Only shareholders of record and beneficial owners as of March 30, 2026, the record date, may attend or participate in the meeting by voting or submitting questions. To attend and participate, go to www.virtualshareholdermeeting.com/OTIS2026 and log in using the 16-digit control number included on your Notice of Internet Availability, proxy card or voting instruction form.
On the day of the Annual Meeting, May 27, 2026, shareholders may begin to log in to the online virtual meeting platform beginning at 8:45 a.m. Eastern time. The meeting will begin promptly at 9:00 a.m. Eastern time. Please allow ample time to log in.
How can shareholders receive technical assistance in connection with the Annual Meeting?
Beginning at 8:45 a.m. Eastern time on the day of the meeting, we will have technicians ready to assist you with any technical difficulties you may have when logging in or accessing the Annual Meeting. If you encounter any difficulties accessing the Annual Meeting during the check-in or meeting time, please call the technical support number that will be posted on the online virtual meeting platform log-in page.
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Notice of 2026 Annual Meeting of Shareholders
How can shareholders submit questions at the Annual Meeting?
Once logged in to the virtual meeting platform as instructed, shareholders may submit questions directly by following the instructions on the website. We will answer as many shareholder-submitted questions that are appropriate and pertinent to the meeting agenda as time permits. Substantially similar questions may be answered as a group.
YOU WILL NOT BE ABLE TO ATTEND THE ANNUAL MEETING IN PERSON.
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Table of contents
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