kwr-20260331

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 x

Filed by a Party other than the Registrant o

Check the appropriate box:


o			Preliminary Proxy Statement

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

x			Definitive Proxy Statement

o			Definitive Additional Materials

o			Soliciting Material Pursuant to §240.14a-12


QUAKER CHEMICAL 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 the appropriate box):


x			No fee required

o			Fee paid previously with preliminary materials

o			Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11

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NOTICE OF

ANNUAL MEETING OF SHAREHOLDERS

AND PROXY STATEMENT


MEETING DATE May 13, 2026

QUAKER HOUGHTON

901 E. Hector Street

Conshohocken, Pennsylvania 19428



			Important Notice of Availability of Proxy Materials for Quaker Houghton’s 2026 Annual Meeting of Shareholders to be held on May 13, 2026. The Notice of Meeting, Proxy Statement and 2025 Annual Report to Shareholders are available at www.proxyvote.com.

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Notice of Virtual Annual Meeting of Shareholders



TIME:			8:00 A.M., Eastern Time, on Wednesday, May 13, 2026

PLACE:			The 2026 Annual Meeting of Shareholders will be held remotely via the internet at www.virtualshareholdermeeting.com/KWR2026. You will not be able to attend the annual meeting in person.

ITEMS OF BUSINESS:			(1)To elect three directors. (2)To hold an advisory vote on the compensation of our named executive officers as described in this proxy statement. (3)To ratify the appointment of PricewaterhouseCoopers LLP as our independent registered public accounting firm to examine and report on our financial statements and internal control over financial reporting for 2026; and (4)To transact any other business properly brought before the meeting and any adjournment or postponement thereof.

WHO MAY VOTE:			You can vote at the meeting and any adjournment(s) of the meeting if you were a shareholder of the Company at the close of business on March 2, 2026.

ANNUAL REPORT:			A copy of our Annual Report, which includes our Annual Report on Form 10-K for the year ended December 31, 2025 is included with this proxy statement.

It is important that your shares be represented at the meeting. Regardless of whether you plan to participate in the virtual shareholders’ meeting, you are urged to complete, sign, date and return the enclosed proxy in the envelope we have enclosed for your convenience; no postage is required if mailed in the United States. If you plan to participate in the virtual shareholders’ meeting, please see the instructions on page 1 of the Proxy Statement.


			By Order of the Board of Directors,

			Robert T. Traub
			Senior Vice President, General Counsel and Corporate Secretary

Conshohocken, Pennsylvania

March 31, 2026



Important Notice of Availability of Proxy Materials for Quaker Houghton’s 2026 Annual Meeting of Shareholders to be held on May 13, 2026. The Notice of Meeting, Proxy Statement and 2025 Annual Report to Shareholders are available at www.proxyvote.com.

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			TABLE OF CONTENTS

TABLE OF CONTENTS


Introduction

Information Concerning the Annual Meeting			1

Proposal 1 – Election of Directors and Nominee Biographies			7

Biographies of Continuing Directors			10

Corporate Governance			15
Leadership Structure			15
Director Independence			15
Governance Committee Procedures for Selecting Director Nominees			15
Director Overboarding Policy			16
Summary of Director Composition and Core Competencies			16
Shareholder Nominations and Recommendations			18
Board Oversight of Risk			19
Communications with the Board of Directors; Corporate Governance Guidelines			20
Code of Conduct			20
Shareholder Engagement			21
Employee, Officer and Director Hedging			22
Policies and Practices Related to the Grant of Certain Equity Awards			22
Insider Trading Policy			22
Quaker Houghton At-A-Glance			22
Commitment to Sustainability			22
Core Values			23
Workplace Safety			23
Talent Development, Culture and Total Rewards			23

Meetings and Committees of the Board			25
Audit Committee			25
Compensation and Human Resources Committee			26
Governance Committee			26
Sustainability Committee			27

Compensation Committee Interlocks and Insider Participation			28

Proposal 2 – Advisory Vote on Compensation of Our Named Executive Officers			29


Executive Compensation			30
Compensation Discussion and Analysis			30
Introduction			30
Executive Summary			31
Our Compensation Process			34
Administrative Practices			34
Compensation Consultant			34
Benchmarking Data			35
Our Compensation Program			35
Base Salary			36


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Annual Incentive Plan (AIP)			36
Long-Term Incentives			39

Chief Executive Officer Compensation			42
Stock Ownership Policy			43
Severance and Change in Control Benefits			43
Mr. Berquist’s Employment and Change in Control Agreements			43
Other Named Executive Officers			44
Employee Benefits			46
Perquisites and Other Benefits			46
Death Benefits			46
Compensation Recoupment Policy			46

Compensation Committee Report			47

Executive Compensation Tables			48
Summary Compensation Table			48
Grants of Plan-Based Awards			50
Outstanding Equity Awards at Fiscal Year-End			51
Stock Vested			52
Potential Payments Upon Termination or Change in Control			52


Pay Ratio Disclosure			56

Pay versus Performance Disclosure			57


Director Compensation			61

Compensation Policies and Practices – Risk Assessment			63

Stock Ownership of Certain Beneficial Owners and Management			64
Certain Beneficial Owners			64
Management			65
Delinquent Section (16a) Reports			65

Certain Relationships and Related Party Transactions			66

Proposal 3 – Ratification of Appointment of Independent Registered Public Accounting Firm			67
Audit Fees			67
Audit-Related Fees			67
Tax Fees			67
All Other Fees			67
Pre-Approval Policy			67

Report of the Audit Committee			68

General			69
Availability of Form 10-K and Annual Report to Shareholders			69
Shareholder Proposals			69


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			PROXY STATEMENT

Proxy Statement

This proxy statement is being furnished to our shareholders in connection with the solicitation of proxies on behalf of our Board of Directors for use at our 2026 Annual Meeting of Shareholders, and at any postponements or adjournments of the meeting, for the purpose of considering and acting upon the matters referred to in the accompanying Notice of Annual Meeting of Shareholders and which are discussed below. The Annual Meeting of Shareholders will be held live via the internet at www.virtualshareholdermeeting.com/KWR2026, at 8:00 A.M., Eastern Time, on May 13, 2026. You will not be able to attend the annual meeting in person.

We believe that a virtual meeting allows expanded shareholder access and participation and improved communications, while affording shareholders the same rights as if the meeting were held in person, including the ability to vote shares electronically during the meeting and ask questions in accordance with the rules of conduct for the meeting.

The terms “we,” “our,” “us,” the “Company,” “Quaker” and “Quaker Houghton,” as used in this proxy statement, refer to Quaker Chemical Corporation doing business as Quaker Houghton.

This proxy statement, the accompanying form of proxy and a copy of our Annual Report, which includes our Annual Report on Form 10-K for the year ended December 31, 2025, are first being mailed to our shareholders on or about March 31, 2026.

Information Concerning the Annual Meeting

What matters will be voted on at the meeting?

At the meeting, shareholders will vote on three proposals and any other business properly brought before the meeting:

•Election of three nominees to serve on our Board of Directors (or the “Board”);

•Advisory vote on the compensation of our named executive officers as described in this proxy statement; and

•Ratification of the appointment of PricewaterhouseCoopers LLP as our independent registered public accounting firm for 2026.

How does the Board recommend I vote on the proposals?

The Board recommends that you vote:

•FOR the election of each of the three nominees named in this proxy statement;

•FOR approval, on a non-binding basis, of the Company’s compensation of our named executive officers as described in this proxy statement; and

•FOR the ratification of the appointment of PricewaterhouseCoopers LLP as our independent registered public accounting firm for 2026.

Who can attend the Annual Meeting?

This year’s annual meeting will be a virtual meeting of the shareholders conducted via live webcast. The meeting will be followed by a question and answer session. All shareholders of record on March 2, 2026 are invited to participate in the meeting. We have structured our virtual meeting to provide shareholders the same rights as if the meeting were held in person, including the ability to vote shares electronically during the meeting and ask questions in accordance with the rules of conduct for the meeting.

To attend the meeting please visit www.virtualshareholdermeeting.com/KWR2026. To participate in the annual meeting, you will need the 16-digit control number included on your notice or on your proxy card.

Beneficial shareholders who do not have a control number may attend the meeting by logging into their broker, bank or other nominee’s website and selecting the shareholder communications mailbox to link through to the annual meeting; instructions should also be provided on the voting instruction card provided by your broker, bank or other nominee.

Only shareholders with a valid control number will be allowed to ask questions. Questions relevant to meeting matters will be taken and answered during the meeting as time allows. Additional information regarding the rules and procedures for participating in the virtual annual meeting will be provided in our meeting rules of conduct, which shareholders can view during the meeting at the meeting website.


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PROXY STATEMENT

What if during the check-in time or during the meeting I have technical difficulties or trouble accessing the virtual meeting website?

If you encounter any difficulties while accessing the virtual meeting during the check-in or meeting time, please call for help using the technical assistance phone number that will be made available on the virtual meeting registration page approximately 15 minutes prior to the start of the meeting. If there are any technical issues in convening or hosting the meeting, we will promptly post information to our website, https://investors.quakerhoughton.com/event-calendar, including information on when the meeting will be reconvened.

How do I submit a question at the Annual Meeting?

The virtual meeting affords shareholders the same rights as if the meeting were held in person, including the ability to ask questions in accordance with the rules of conduct for the meeting.

If you wish to submit a question, you may do so during the meeting by logging into the virtual meeting platform at www.virtualshareholdermeeting.com/KWR2026 and typing your question into the “Ask a Question” field and clicking “Submit.” You will need the 16-digit control number that appears on your notice or on your proxy card.

Beneficial shareholders who do not have a control number should obtain instructions from your broker, bank, or other nominee on how to submit questions at the annual meeting.

Questions pertinent to meeting matters will be answered during the meeting, subject to time constraints.

What is the difference between holding shares as a shareholder of record and as a beneficial owner?

If your shares are registered directly in your name with the Company’s transfer agent, Equiniti Trust Company, LLC, you are considered, with respect to those shares, the “shareholder of record.” The proxy materials should have been sent directly to you by the Company, unless you previously consented to receive all proxy materials electronically via e-mail or the internet.

If your shares are held in a stock brokerage account, or by a bank or other nominee, you are considered the “beneficial owner” of shares held in “street name,” and the “shareholder of record” of your shares is your broker, bank or other nominee. The printed copies of the proxy materials should have been forwarded to you by your broker, bank or other nominee, unless you previously consented to receive all proxy materials electronically via e-mail or the internet. As the beneficial owner, you have the right to direct your broker, bank or other nominee to vote your shares. The Company urges you to instruct your broker, bank or other nominee on how to vote your shares. Please understand that, if you are a beneficial owner and not a record owner, the Company does not know that you are a shareholder or how many shares you own.

How do I cast my vote if I am a shareholder of record?

You can cast your vote as follows:

•Before the meeting:

–via the internet by visiting www.proxyvote.com and following the instructions provided so long as you vote by 11:59 P.M. Eastern Time on May 12, 2026 for shares held directly and by 11:59 P.M. Eastern Time on May 10, 2026 for shares held in a Plan (each, a “Cutoff Time”);

–by telephone using the toll-free number listed on the proxy card so long as you vote by the applicable Cutoff Time; or

–by mail, if you mark, sign and date the proxy card enclosed with this proxy statement, and return it in the postage paid envelope provided and the Company receives it before the applicable Cutoff Time.

•During the meeting:

–by visiting www.virtualshareholdermeeting.com/KWR2026. You will need the 16-digit control number that appears on your notice or proxy card.


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			PROXY STATEMENT

How do I cast my vote if I am a beneficial owner of shares held in street name?

As the beneficial owner of shares held in street name, you have the right to direct your broker, bank or other nominee how to vote your shares and it is required to vote your shares in accordance with your instructions. As explained below, under “How will my proxy be voted?”, your bank, broker or other nominee may, under certain circumstances, vote your shares on “routine” matters without specific instructions from you.

We recommend that you follow the voting instructions in the materials you receive from your broker, bank or other nominee to vote via the internet, by telephone or by mail by the applicable Cutoff Time.

If I have given a proxy, can I revoke that proxy?

Your presence at the meeting will not in itself revoke any proxy you may have given. If your shares are held in your own name (i.e., you are the shareholder of record), you may revoke your proxy at any time (to the extent it has not already been voted at the meeting), but a revocation will not be effective until it is received. Your proxy will be revoked (to the extent it has not already been voted at the meeting) if you:

•give written notice of the revocation to Quaker Houghton’s Senior Vice President, General Counsel and Corporate Secretary, Robert T. Traub, 901 E. Hector Street, Conshohocken, Pennsylvania 19428, or give electronic notice to Mr. Traub at Robert.Traub@quakerhoughton.com;

•submit a properly signed proxy with a later date and the Company receives it before the applicable Cutoff Time;

•vote online before the applicable Cutoff Time as described above; or

•attend and vote at the virtual meeting as described above.

If your shares are held in street name through a broker, bank or other nominee for your benefit, you should contact the record holder to obtain instructions if you wish to revoke your vote before the meeting.

How will my proxy be voted?

If you are a registered holder and your proxy is properly delivered to the Company (including by use of our telephone or internet voting procedures) and received before the meeting and is not revoked, it will be voted in accordance with your instructions. If you return your signed proxy but do not mark the boxes to show how you wish to vote on a proposal, the shares for which you have given your proxy will, in the absence of your instructions to the contrary, be voted as follows:

•Proposal 1: “FOR” the election of each of the three nominees named in this proxy statement to serve on our Board of Directors;

•P

SEC Form DEF 14A filed by Quaker Houghton