Shareholders at Acadia Healthcare (NASDAQ: ACHC) approve directors, pay and plans
Rhea-AI Filing Summary
Acadia Healthcare Company, Inc. held its annual meeting of stockholders on May 6, 2026. Stockholders elected three Class III directors—Daniel J. Cancelmi, Michael J. Fucci and Patrice A. Harris, M.D., M.A.—each receiving over 73.5 million votes in favor.
Investors also approved a second amendment to the Amended and Restated Incentive Compensation Plan, with 80,102,444 votes for and 779,641 against. On a non-binding advisory basis, stockholders approved compensation of the Named Executive Officers, with 60,889,503 votes for and 19,942,924 against.
Finally, stockholders ratified Ernst & Young LLP as independent registered public accounting firm for the fiscal year ending December 31, 2026, with 83,941,435 votes for and 1,947,371 against.
Positive
- None.
Negative
- None.
8-K Event Classification
2 items: 5.07, 9.01
2 items
Item 5.07
Submission of Matters to a Vote of Security Holders
Governance
Results of a shareholder vote on proposals at an annual or special meeting.
Item 9.01
Financial Statements and Exhibits
Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Key Figures
Votes for Cancelmi: 80,276,613 votes
Votes for Fucci: 73,587,992 votes
Votes for Harris: 80,535,426 votes
+3 more
6 metrics
Votes for Cancelmi
80,276,613 votes
Election of Daniel J. Cancelmi as Class III director
Votes for Fucci
73,587,992 votes
Election of Michael J. Fucci as Class III director
Votes for Harris
80,535,426 votes
Election of Patrice A. Harris, M.D., M.A. as Class III director
Incentive plan amendment approval
80,102,444 votes for
Second amendment to Amended and Restated Incentive Compensation Plan
Say-on-pay approval
60,889,503 votes for
Non-binding advisory vote on Named Executive Officer compensation
Auditor ratification votes for
83,941,435 votes for
Ratification of Ernst & Young LLP for fiscal year ending December 31, 2026
Key Terms
Class III directors, Incentive Compensation Plan, non-binding advisory basis, Named Executive Officers, +2 more
6 terms
Class III directors financial
"were elected to serve as Class III directors until the Company’s annual meeting"
Class III directors are members of a company’s board assigned to one of several staggered term groups, so only that class faces election in a particular year while other classes stay in place. For investors this affects corporate control and takeover risk because staggered elections make it slower and harder for an outside group to replace a majority of directors quickly—think of it as a rotating schedule for board seats that provides continuity but can also entrench existing leadership.
Incentive Compensation Plan financial
"approved a second amendment to the Acadia Healthcare Company, Inc. Amended and Restated Incentive Compensation Plan"
An incentive compensation plan is a formal program that rewards employees and executives with bonuses, stock, or other payments tied to specific performance goals—such as revenue, profit, productivity, or long‑term share price. Investors watch these plans because they shape how leaders make decisions and take risks; like paying a coach by wins rather than effort, well‑designed plans can drive sustainable growth while poor designs can encourage short‑term behaviors that harm shareholder value.
non-binding advisory basis financial
"approved, on a non-binding advisory basis, the compensation of the Company’s Named Executive Officers"
A non-binding advisory basis is guidance or a recommendation offered for informational purposes that does not create legal obligations or guarantees; recipients can accept, modify, or ignore it without contractual consequences. Investors should treat it like a weather forecast for planning—useful for forming expectations and assessing risk, but not a firm promise—so they should verify assumptions, seek confirming information, and avoid relying on it as the sole basis for investment decisions.
Named Executive Officers financial
"the compensation of the Company’s Named Executive Officers (as defined in the Company’s definitive proxy statement"
Named executive officers are the senior company leaders whose names, roles and compensation are singled out in required regulatory filings; this typically includes the chief executive, chief financial officer and the next highest‑paid senior officers. Investors treat this list like a team roster — it shows who makes key decisions, how they are paid and whether incentives align with shareholder interests, so changes or pay patterns can signal governance quality, risk or strategic shifts.
independent registered public accounting firm financial
"ratified the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm"
An independent registered public accounting firm is an outside accounting company officially registered with the government regulator to examine and report on a public company's financial records and controls. Investors treat its reports like an impartial inspector’s certificate — they add credibility to financial statements, help spot errors or misleading claims, and reduce the risk that shareholders are relying on unchecked or biased numbers.
broker non-votes financial
"Abstain | Broker Non-Votes 80,102,444 | 779,641 | 53,750 | 5,002,484"
Broker non-votes occur when a brokerage firm is unable to vote on a shareholder’s behalf during a company election or decision because the shareholder has not given specific voting instructions, and the broker is not allowed or chooses not to vote on certain matters. They are important because they can affect the outcome of votes, especially when the results are close, by effectively reducing the total number of votes cast.
AI-generated analysis. How Rhea-AI works. Not financial advice.
FAQ
What did Acadia Healthcare (ACHC) stockholders decide at the 2026 annual meeting?
Acadia Healthcare stockholders elected three Class III directors, approved an amendment to the incentive compensation plan, endorsed executive pay on an advisory basis, and ratified Ernst & Young LLP as independent auditor for 2026, confirming the company’s existing leadership, compensation framework, and audit relationship.
Which directors were elected at Acadia Healthcare (ACHC)’s 2026 annual meeting?
Stockholders elected Daniel J. Cancelmi, Michael J. Fucci, and Patrice A. Harris, M.D., M.A. as Class III directors. They will serve until the 2029 annual meeting, or until their successors are elected and take office, providing continuity on Acadia Healthcare’s board of directors for the next several years.
How did Acadia Healthcare (ACHC) investors vote on the incentive compensation plan amendment?
Investors approved a second amendment to Acadia Healthcare’s Amended and Restated Incentive Compensation Plan with 80,102,444 votes for, 779,641 against, and 53,750 abstentions, plus 5,002,484 broker non-votes. This approval maintains and updates the company’s equity and incentive compensation structure for eligible participants.
What were the results of Acadia Healthcare (ACHC)’s say-on-pay vote for named executives?
On a non-binding advisory basis, Acadia Healthcare stockholders approved compensation for the Named Executive Officers, with 60,889,503 votes for, 19,942,924 against, and 103,408 abstentions, along with 5,002,484 broker non-votes. This vote indicates investor support for the company’s disclosed executive pay practices.
Who is Acadia Healthcare (ACHC)’s independent auditor for the year ending December 31, 2026?
Stockholders ratified Ernst & Young LLP as Acadia Healthcare’s independent registered public accounting firm for the fiscal year ending December 31, 2026, with 83,941,435 votes in favor, 1,947,371 against, and 49,513 abstentions, confirming continuation of the company’s existing external audit relationship.
What business does Acadia Healthcare (ACHC) operate in the U.S. and Puerto Rico?
Acadia Healthcare is a holding company whose subsidiaries own and operate acute inpatient psychiatric facilities, specialty treatment facilities, comprehensive treatment centers, residential treatment centers, and outpatient behavioral healthcare facilities across the United States and Puerto Rico, serving diverse behavioral health and recovery needs.