A distributor of industrial and construction supplies, Fastenal stocks nuts, bolts, safety gear, and thousands of other products for manufacturers, with signature blue vending machines (FASTVend and FASTBin cousins) restocking customers' shelves automatically. Founded in 1967 in Winona, Minnesota, its name comes from its original staple: fasteners. The founders' first plan—selling via vending machines—flopped, so they opened a storefront beside Bob Kierlin's father's auto shop; decades later vending became central.
Fastenal renews $835M credit facility and amends $600M note agreement
Fastenal entered a Second Amended and Restated Credit Agreement with Wells Fargo as administrative agent, renewing its revolving credit commitment at $835 million with an accordion option up to $500 million for a possible total of $1.335 billion.
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The credit facility maturity was extended to June 18, 2031, with two one-year extension options.
Financial covenants were modified to remove the consolidated EBITDA covenant and add a minimum interest coverage ratio of 3.00 to 1.00 and a maximum total leverage ratio of 3.00 to 1.00 (stepping up to 3.50 to 1.00 after certain large acquisitions).
Fastenal amended its Master Note Agreement with Metropolitan Life Insurance, NYL Investors, and others, reducing the maximum notes outstanding from $900 million to $600 million and releasing PGIM as a purchaser.
The note issuance period was extended to June 18, 2031, and certain negative covenants and cross-default thresholds were revised.
1.01 Entry into a Material Definitive Agreement · 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement · 9.01 Financial Statements and Exhibits
Fastenal shareholders approve employee and non-employee director stock plans at 2026 annual meeting
The full text of both plans is filed as Exhibits 10.1 and 10.2 to the Form 8-K.
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On April 23, 2026, Fastenal Company held its 2026 annual meeting of shareholders in Winona, Minnesota.
Shareholders approved the Fastenal Company Employee Restricted Stock Unit Plan.
Shareholders approved the Fastenal Company Non-Employee Director Stock and Restricted Stock Unit Plan.
The report was signed by Sheryl A. Lisowski, Executive Vice President - Chief Accounting Officer and Treasurer.
5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements · 9.01 Financial Statements and Exhibits
Fastenal shareholders elect 11 directors and approve all proposals except EEO-1 disclosure at 2026 annual meeting.
Fastenal held its 2026 annual meeting on April 23, 2026, in Winona, Minnesota, with 1,055,737,147 shares represented, establishing a quorum.
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All 11 director nominees were elected, with vote totals ranging from 858,275,806 for Stephen L. Eastman to 931,368,456 for Daniel L. Florness.
Shareholders ratified PricewaterhouseCoopers LLP as the independent auditor for fiscal year 2026, with 1,053,383,717 votes for.
Advisory say-on-pay resolution passed with 831,817,569 votes for, and both the Employee Restricted Stock Unit Plan and Non-Employee Director Stock and Restricted Stock Unit Plan were approved.
A shareholder proposal on EEO-1 report disclosure policy was not adopted, receiving 203,889,257 votes for and 680,787,660 against.
5.07 Submission of Matters to a Vote of Security Holders · 9.01 Financial Statements and Exhibits
Fastenal CEO Daniel Florness to step down July 16, 2026; Jeffery Watts appointed successor
Florness will continue as CEO until the transition date and then serve as Strategic Advisor to the new CEO until early 2028.
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Daniel L. Florness will step down as CEO and resign from the Board effective July 16, 2026, not due to any disagreement with Fastenal or the Board.
Jeffery M. Watts, currently President and Chief Sales Officer, has been appointed as the next CEO, effective July 16, 2026.
The Board intends to appoint Watts as a director to replace Florness, subject to shareholder re-election of Florness at the next annual meeting.
Compensation for Florness as Strategic Advisor and for Watts as CEO will be determined by the Compensation Committee at a scheduled 2026 meeting.
5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements · 7.01 Regulation FD Disclosure · 9.01 Financial Statements and Exhibits