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Archer Aviation (NYSE: ACHR) 2026 meeting: directors elected, redomestication fails

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Archer Aviation Inc. reported the results of its 2026 Annual Meeting of Stockholders. A total of 481,311,717 shares of Class A common stock were present in person or by proxy, establishing a quorum.

Stockholders elected Barbara Pilarski and Maria Pinelli as Class II directors to serve until the 2029 annual meeting or until their successors are elected and qualified. A proposal to redomesticate the company from Delaware to Texas did not receive the required stockholder approval.

Stockholders ratified the appointment of PricewaterhouseCoopers LLP as independent registered public accounting firm for the fiscal year ending December 31, 2026, and approved, on an advisory basis, the compensation of the company’s named executive officers as described in the April 30, 2026 proxy statement.

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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.
Shares represented at meeting 481,311,717 shares Class A common stock present or by proxy at 2026 annual meeting
Votes for Pilarski 243,259,249 votes Election of director Barbara Pilarski as Class II director
Votes for Pinelli 269,895,582 votes Election of director Maria Pinelli as Class II director
Redomestication for votes 234,119,344 votes Votes in favor of moving domicile from Delaware to Texas
Auditor ratification for votes 474,461,320 votes Ratification of PricewaterhouseCoopers LLP for fiscal year 2026
Say-on-pay for votes 225,215,236 votes Advisory approval of named executive officer compensation
redomestication regulatory
"Vote on the Redomestication of the Company from Delaware to Texas."
Redomestication is a company changing its legal home from one country or state to another by re-registering or swapping shares, much like a person moving their official address to a new jurisdiction. Investors care because that legal home determines tax rules, shareholder rights, regulatory oversight and listing requirements, which can affect dividend treatment, voting power, legal protections and the ease of buying or selling the stock.
broker non-votes financial
"Votes For | Votes Withheld | Broker Non-Votes"
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.
independent registered public accounting firm financial
"independent registered public accounting firm for the fiscal year ending December 31, 2026."
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.
advisory basis financial
"stockholders approved, on an advisory basis, the compensation of the Company's named executive officers"
named executive officers financial
"the compensation of the Company's named executive officers as disclosed 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.
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Understanding 8-K Material Events →
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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): June 26, 2026
Archer Aviation Inc.
(Exact Name of Registrant as Specified in its Charter)

Delaware001-3966885-2730902
(State or other jurisdiction
of incorporation)
(Commission File Number)(IRS Employer Identification No.)
190 West Tasman Drive
San Jose, CA
95134
(Address of principal executive offices)(Zip Code)
Registrant’s telephone number, including area code: 650-272-3233
N/A
(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:
☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
      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
Class A common stock, par value $0.0001 per shareACHRNew York Stock Exchange
Warrants, each whole warrant exercisable for one share of Class A common stock at an exercise price of $11.50 per shareACHR WSNew York Stock Exchange
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 5.07 Submission of Matters to a Vote of Security Holders.

On June 26, 2026, the Company held its 2026 Annual Meeting of Stockholders (the “Annual Meeting”). There were 481,311,717 shares of Class A common stock present in person or by proxy at the Annual Meeting, which constituted a quorum. The voting results are presented below.

Proposal 1: Election of Directors.

The Company's stockholders elected two directors to serve as Class II directors until the 2029 Annual Meeting of Stockholders or until their successors are duly elected and qualified. The votes regarding the election of directors were as follows:


 NomineeVotes ForVotes WithheldBroker Non-Votes
Barbara Pilarski243,259,24936,202,887201,849,581
Maria Pinelli269,895,5829,566,554201,849,581


Proposal 2: Vote on the Redomestication of the Company from Delaware to Texas.
The redomestication of the Company from Delaware to Texas did not receive the requisite stockholder approval. The proposal received the following votes:

Votes ForVotes AgainstWithheldBroker Non-Votes
234,119,34444,503,590839,202201,849,581

Proposal 3: Ratification of Appointment of Independent Registered Public Accounting Firm.
The Company’s stockholders ratified the selection of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026. The proposal received the following votes:

Votes ForVotes AgainstAbstentions
474,461,3204,058,7942,791,603
Proposal 4: Advisory Vote on the Compensation of the Company’s Named Executive Officers.
The Company's stockholders approved, on an advisory basis, the compensation of the Company's named executive officers as disclosed in the Company's definitive proxy statement filed with the Securities and Exchange Commission on April 30, 2026. The proposal received the following votes:

Votes ForVotes AgainstAbstentionsBroker Non-Votes
225,215,23649,409,9254,836,975201,849,581






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.

ARCHER AVIATION INC.
Date: June 30, 2026By:/s/ Eric Lentell
Name:Eric Lentell
Title:Chief Legal & Strategy Officer




Source: View Original Filing on SEC EDGAR

FAQ

What was approved at Archer Aviation (ACHR) 2026 annual meeting?

Stockholders elected two Class II directors, ratified PricewaterhouseCoopers LLP as independent auditor for 2026, and approved, on an advisory basis, the compensation of named executive officers as described in Archer Aviation’s April 30, 2026 definitive proxy statement.

Did Archer Aviation (ACHR) approve redomestication from Delaware to Texas?

No. The proposal to redomesticate Archer Aviation from Delaware to Texas did not receive the requisite stockholder approval, so the company remains incorporated in Delaware under its existing corporate domicile structure and governance framework as of this vote outcome.

How many Archer Aviation (ACHR) shares were represented at the 2026 meeting?

Archer Aviation reported that 481,311,717 shares of its Class A common stock were present in person or by proxy at the 2026 Annual Meeting of Stockholders, which was sufficient to constitute a quorum for conducting the meeting’s business and voting on the proposals.

Who was elected to Archer Aviation’s board at the 2026 annual meeting?

Stockholders elected Barbara Pilarski and Maria Pinelli as Class II directors of Archer Aviation. They will serve until the 2029 Annual Meeting of Stockholders, or until their successors are duly elected and qualified under the company’s classified board structure.

Which auditor did Archer Aviation (ACHR) stockholders ratify for 2026?

Stockholders ratified the selection of PricewaterhouseCoopers LLP as Archer Aviation’s independent registered public accounting firm for the fiscal year ending December 31, 2026, confirming the audit firm’s engagement for that financial reporting period.

Was Archer Aviation’s executive compensation approved on an advisory basis?

Yes. Stockholders approved, on an advisory basis, the compensation of Archer Aviation’s named executive officers, as disclosed in the company’s definitive proxy statement filed with the SEC on April 30, 2026, indicating support for the stated pay program.

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