Form 8-K

8-K — STANDARD MOTOR PRODUCTS, INC.

Accession: 0000093389-26-000058

Filed: 2026-05-12

Period: 2026-05-11

CIK: 0000093389

SIC: 3714 (MOTOR VEHICLE PARTS & ACCESSORIES)

Item: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers

Item: Financial Statements and Exhibits

Documents

8-K — smp-20260511.htm (Primary)

EX-99.1 (pressrelease-executivelead.htm)

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8-K

8-K (Primary)

Filename: smp-20260511.htm · Sequence: 1

smp-20260511

FALSE000009338900000933892026-05-112026-05-11

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): May 11, 2026

STANDARD MOTOR PRODUCTS, INC.

(Exact Name of Registrant as Specified in its Charter)

New York

001-04743

11-1362020

(State or Other

Jurisdiction of Incorporation)

(Commission File Number)

(I.R.S. Employee

Identification Number)

37-18 Northern Boulevard, Long Island City, New York 11101

(Address of Principal Executive Offices, including Zip Code)

Registrant’s Telephone Number, including Area Code: 718-392-0200

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425).

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12).

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)).

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)).

Securities registered pursuant to Section 12(b) of the Act:

Title of each class Trading Symbol(s) Name of each exchange on which registered

Common Stock, par value $2.00 per share SMP New York Stock Exchange LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company o

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o

Item 5.02(b), (c) Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

Departure of Chief Operating Officer

On May 11, 2026, Standard Motor Products, Inc. (the “Company”) issued a press release announcing that James J. Burke, Chief Operating Officer of the Company, has informed the Board of Directors (the “Board”) of the Company of his intention to step down as Chief Operating Officer of the Company, effective June 1, 2026. Mr. Burke will continue to serve as Executive Advisor of the Company and as a member of the Board. As an employee of the Company, Mr. Burke will not receive compensation for his services on the Board. In his role as Executive Advisor, Mr. Burke’s compensation will be similar to that paid for comparable positions at the Company, and he will be eligible to receive standard benefits applicable to all Company employees. A copy of such press release is furnished as Exhibit 99.1 hereto.

Chief Operations Officer Succession

On May 11, 2026, the Company also announced the appointment of Mr. Sunil Bhandari to succeed Mr. Burke as Chief Operations Officer of the Company, effective as of June 1, 2026.

Mr. Bhandari, 46, most recently served as Vice President, Global Aftermarket – Mobility Group at Eaton Corporation plc (“Eaton”). Prior to this position, Mr. Bhandari held various leadership positions at Eaton, serving as Vice President & General Manager – eMobility from 2024 to 2025; Vice President, Global Operations – Manufacturing & Supply Chain, Mobility Group from 2021 to 2024; Vice President, Supply Chain, Vehicle Group & eMobility and Vice President, Global Materials Management and Logistics from 2017 to 2020. Mr. Bhandari holds an M.B.A. from the International Institute for Management Development - Switzerland, a Master’s degree in Manufacturing Systems from the Singapore-MIT Alliance, and a Bachelor of Mechanical Engineering from the University of Madras.

In connection with his appointment, Mr. Bhandari will receive an annual base salary of $550,000, and he will be eligible to receive an annual cash incentive award for 2026 under the Company’s short-term incentive compensation program with a target pay-out equal to 50% of his annual base salary. In addition, subject to the approval of the Compensation and Management Development Committee of the Board of Directors, Mr. Bhandari will receive under the Company’s 2025 Omnibus Incentive Plan, a standard restricted stock award equal in value to $250,000, a performance share award with a target value equal to $250,000, and a one-time, restricted stock award equal in value to $500,000. If Mr. Bhandari is terminated without cause, subject to certain conditions, he will be entitled to receive twelve months’ severance pay at his current base rate of pay, a prorated annual cash incentive award, and a contribution to mitigate the cost of health insurance coverage for twelve months. Mr. Bhandari will also be eligible to receive relocation assistance, and other benefits available to the Company’s executive officers generally, as outlined in the Company’s Definitive Proxy Statement relating to the Company’s Annual Meeting of Shareholders to be held on May 21, 2026.

Mr. Bhandari will serve as Chief Operations Officer of the Company on an annual basis. There are no transactions that are required to be disclosed pursuant to Item 404(a) of Regulation S-K in connection with Mr. Bhandari’s appointment as Chief Operations Officer of the Company, and there are no arrangements or understandings between Mr. Bhandari and any other person pursuant to which he was selected as Chief Operations Officer of the Company. Mr. Bhandari does not have a family relationship with any director or executive officer of the Company, or any person nominated or chosen by the Company to become a director or executive officer.

Item 9.01. Financial Statements and Exhibits.

(d)Exhibits.

99.1 Press release dated May 11, 2026, announcing Executive Leadership Changes.

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SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

STANDARD MOTOR PRODUCTS, INC.

By: /s/ Nathan R. Iles

Nathan R. Iles

Chief Financial Officer

Date: May 12, 2026

Exhibit Index

Exhibit No. Description

99.1

Press release dated May 11, 2026, announcing Executive Leadership Changes.

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EX-99.1

Filename: pressrelease-executivelead.htm · Sequence: 2

Document

Exhibit 99.1

For Immediate Release

For more information, contact:

Anthony (Tony) Cristello

Standard Motor Products, Inc.

(972) 316-8107

investors@smpcorp.com

Standard Motor Products, Inc. Announces

Executive Leadership Changes

Mr. James Burke will step down as Chief Operating Officer and assume the role of Executive Advisor. He will remain a member of the Board of Directors.

Mr. Sunil Bhandari will join Standard Motor Products as Chief Operations Officer.

Both changes take effect June 1, 2026.

New York, NY, May 11, 2026......Standard Motor Products, Inc. (NYSE: SMP), a leading automotive parts manufacturer and distributor, announced today Mr. James Burke has informed the Company of his intention to step down from his role as Chief Operating Officer, effective June 1, 2026. Mr. Burke will continue to serve on the leadership team as Executive Advisor, and as a member of the Board of Directors.

Eric Sills, Chairman and Chief Executive Officer, stated, “After 47 years with SMP, Jim has decided to step down from his role as Chief Operating Officer. On behalf of our Board of Directors, leadership team, and all SMP employees, I want to thank Jim for his outstanding

leadership and dedication. Jim’s operational, financial, managerial, and industry expertise has been invaluable, and his impact on our Company is difficult to overstate. We are pleased he will continue to support SMP as Executive Advisor and a member of our Board.

“As Jim begins this next chapter, we are fortunate to benefit from the strong leadership bench and talented employees he has helped develop. We look forward to working with him and continuing to draw on his deep knowledge of our business and industry.”

Mr. Burke commented, “It has been a privilege to spend my career at SMP and to work alongside such a talented and committed team. I’m proud of what we’ve accomplished together and am confident SMP is well-positioned for the future. While I will miss the day-to-day work, I look forward to supporting a smooth transition and continuing to contribute as Executive Advisor.”

SMP is pleased to announce that Mr. Sunil Bhandari will be named Chief Operations Officer, effective June 1, 2026, and will be responsible for all SMP’s operations globally. Mr. Bhandari brings more than 25 years of global business and operations leadership covering general management, manufacturing, distribution, supply chain, and engineering, spanning both OE and aftermarket businesses in the electrical and automotive sectors. He spent the past 14 years at Eaton Corporation plc, holding various leadership roles of increasing scope, most recently serving as Vice President, Global Aftermarket - Mobility Group. Over the years he has lived and worked in North America, Europe and Asia.

Mr. Bhandari holds an M.B.A. from the International Institute for Management Development - Switzerland, a Masters in Manufacturing Systems from Singapore-MIT Alliance, and a Bachelor of Mechanical Engineering from the University of Madras.

Mr. Sills continued, “We look forward to welcoming Sunil Bhandari to SMP as Chief Operations Officer and a member of the executive leadership team. While we will surely miss Jim’s daily contributions, we are excited about Sunil joining the Company. He brings a strong record leading large global teams to deliver disciplined execution across complex organizations, and we are confident that we are well-positioned to deliver long-term value for our customers, employees and shareholders.”

Under the safe harbor provisions of the Private Securities Litigation Reform Act of 1995, Standard Motor Products cautions investors that any forward-looking statements made by the company, including those that may be made in this press release, are based on management’s expectations at the time they are made, but they are subject to risks and uncertainties that may cause actual results, events or performance to differ materially from those contemplated by such forward looking statements. Among the factors that could cause actual results, events or performance to differ materially from those risks and uncertainties discussed in this press release are those detailed from time-to-time in prior press releases and in the company’s filings with the Securities and Exchange Commission, including the company’s annual report on Form 10-K and quarterly reports on Form 10-Q. By making these forward-looking statements, Standard Motor Products undertakes no obligation or intention to update these statements after the date of this release.

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