Pool Corporation filed a Form 8-K on November 2, 2026, reporting that on October 28, 2026, its Board of Directors elected John E. Stokely to again serve as lead independent director, ending his interim role as Executive Chair.

Key Highlights

  • Stokely reinstated as lead independent director: The Board of Directors elected John E. Stokely to serve once again as lead independent director, effective October 28, 2026.
  • Independence determination: The Board determined that Mr. Stokely qualifies as an independent director under applicable Nasdaq listing standards.
  • Executive Chair role ended: Mr. Stokely ceased serving as Executive Chair on October 28, 2026, but continues to serve as Chair of the Board.
  • Whalen's role adjusted: David G. Whalen ceased serving as lead independent director but will continue to serve as Chair of the Nominating and Corporate Governance Committee.
  • Additional fees ceased: Effective October 28, 2026, the additional fees payable to Messrs. Stokely and Whalen for serving as Executive Chair and lead independent director, respectively, ceased.

Pool Corporation Board Leadership Changes Following CEO Transition

According to the filing, the governance changes disclosed on November 2, 2026, stem from a CEO transition that was previously disclosed in a Current Report on Form 8-K filed by Pool Corporation on May 4, 2026. At that time, John E. Stokely was appointed Executive Chair on an interim basis and David G. Whalen began serving as lead independent director in connection with the appointment of a new Chief Executive Officer.

The company disclosed that on October 28, 2026, following the Board's determination that Mr. Stokely qualifies as an independent director under applicable Nasdaq listing standards, the Board elected him to once again serve as lead independent director. The filing states that Mr. Stokely ceased serving as Executive Chair at that time but continued in his role as Chair of the Board. The filing also notes that in connection with Mr. Stokely's return to the lead independent director role, Mr. Whalen ceased serving as lead independent director while retaining his position as Chair of the Nominating and Corporate Governance Committee.

The filing further states that the additional fees previously payable to each director for their respective interim roles, specifically to Mr. Stokely for serving as Executive Chair and to Mr. Whalen for serving as lead independent director, ceased effective October 28, 2026. The report was signed by Melanie M. Hart, Senior Vice President and Chief Financial Officer, on behalf of Pool Corporation (NASDAQ:POOL).

What Was Disclosed

Pool Corporation reported a board governance change effective October 28, 2026, in which John E. Stokely was reinstated as lead independent director after the Board confirmed his independence under Nasdaq standards, ending his interim Executive Chair role and adjusting David G. Whalen's responsibilities accordingly.