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ACI Worldwide (NASDAQ: ACIW) reports 2026 shareholder votes on directors, auditor and pay

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

Rhea-AI Filing Summary

ACI Worldwide, Inc. reported the results of its 2026 Annual Meeting of Stockholders. Stockholders elected nine directors to serve until the 2027 Annual Meeting, with each nominee receiving over 90 million votes in favor and relatively few votes against or abstentions.

Stockholders also ratified the appointment of Deloitte & Touche LLP as the independent registered public accounting firm for the fiscal year ending December 31, 2026. In addition, they approved, on an advisory basis, the Company’s named executive compensation as described in the 2026 Proxy Statement.

Positive

  • None.

Negative

  • None.
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.
Votes for highest-supported director 92,235,001.53 votes Votes for director nominee Kimberly deBeers
Broker non-votes on director elections 4,015,407.47 votes Consistent broker non-votes for each director proposal
Auditor ratification votes for 95,338,552.00 votes Ratification of Deloitte & Touche LLP for fiscal 2026
Auditor ratification votes against 1,322,740.00 votes Opposition to Deloitte & Touche LLP ratification
Say-on-pay votes for 89,531,017.32 votes Advisory approval of named executive compensation
Say-on-pay votes against 3,071,310.45 votes Opposition to named executive compensation
broker non-votes financial
"Abstentions | | Broker Non-Votes 95,338,552.00 | | 1,322,740.00 | | 30,031.45 | | 0"
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
"ratified the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the fiscal year"
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.
named executive compensation financial
"approved, on an advisory basis, the named executive compensation as described in the 2026 Proxy Statement"
Annual Meeting of Stockholders financial
"held its 2026 Annual Meeting of Stockholders (the “Annual Meeting”) on June 2, 2026"
Proxy Statement financial
"which are further described in the 2026 Proxy Statement"
A proxy statement is a document companies send to shareholders ahead of a meeting that lays out the items up for a vote—like who will sit on the board, executive pay, and major corporate decisions—and provides background so shareholders can decide how to cast their votes or appoint someone to vote for them. Think of it as an agenda plus a ballot and briefing notes, important because the outcomes can change control, strategy, and value.
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false 0000935036 0000935036 2026-06-02 2026-06-02
 
 

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 2, 2026

Commission File Number 0-25346

 

 

ACI WORLDWIDE, INC.

(Exact name of registrant as specified in its charter)

 

 

 

Delaware   47-0772104
(State or other jurisdiction
of incorporation or organization)
  (I.R.S. Employer
Identification No.)

 

6060 Coventry Drive Elkhorn, Nebraska   68022
(Address of Principal Executive Offices)   (Zip Code)

(402) 390-7600

(Registrant’s telephone number, including area code)

 

 

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

Common Stock, $0.005 par value   ACIW   Nasdaq Global Select Market

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 

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. ☐

 

 
 


Item 5.07.

Submission of Matters to a Vote of Security Holders.

ACI Worldwide, Inc. (the “Company”) held its 2026 Annual Meeting of Stockholders (the “Annual Meeting”) on June 2, 2026. At the Annual Meeting, the stockholders voted on the following three proposals which are further described in the 2026 Proxy Statement.

Proposal 1: The stockholders elected each of the following nine nominees to the Board of Directors to hold office until the 2027 Annual Meeting of Stockholders.

 

Nominee    Votes For      Votes Against      Abstentions      Broker Non-Votes  

Adalio T. Sanchez

     91,367,712.53        1,276,571.45        31,632        4,015,407.47  

Juan A. Benitez

     91,429,453.53        1,214,934.45        31,528        4,015,407.47  

Kimberly deBeers

     92,235,001.53        405,326.45        35,588        4,015,407.47  

Todd Ford

     92,095,626.53        544,071.45        36,218        4,015,407.47  

Mary P. Harman

     90,311,711.53        2,328,535.45        35,669        4,015,407.47  

Didier Lamouche

     91,365,241.53        1,279,412.45        31,262        4,015,407.47  

Katrinka B. McCallum

     91,494,891.53        1,134,458.45        46,566        4,015,407.47  

Thomas W. Warsop III

     92,111,528.53        532,705.45        31,682        4,015,407.47  

Samir M. Zabaneh

     91,424,868.53        1,219,154.45        31,893        4,015,407.47  

Proposal 2: The stockholders ratified the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026.

 

Votes For   Votes Against   Abstentions   Broker Non-Votes
95,338,552.00   1,322,740.00   30,031.45   0

Proposal 3: The stockholders approved, on an advisory basis, the named executive compensation as described in the 2026 Proxy Statement.

 

Votes For   Votes Against   Abstentions   Broker Non-Votes
89,531,017.32   3,071,310.45   73,588.21   4,015,407.47

 

Item 9.01.

Financial Statements and Exhibits.

(d) Exhibits.

The following exhibit is filed with this report on Form 8-K:

 

Exhibit
No.

  

Description

104    Cover Page Interactive Data File (embedded within the Inline XBRL document).

 


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 thereunto duly authorized.

 

   

ACI WORLDWIDE, INC.

(Registrant)

Date: June 2, 2026   By:  

/s/ DENNIS P. BYRNES

     

Dennis P. Byrnes

Executive Vice President and General Counsel

FAQ

What did ACIW stockholders decide at the 2026 Annual Meeting?

ACI Worldwide stockholders elected nine directors, ratified Deloitte & Touche LLP as auditor for 2026, and approved named executive compensation on an advisory basis. These votes confirm the company’s existing board composition, auditor relationship, and executive pay practices for the coming year.

Were all ACIW director nominees elected at the 2026 meeting?

Yes, all nine ACI Worldwide director nominees were elected to serve until the 2027 Annual Meeting. Each nominee received more than 90 million votes in favor, with comparatively low votes against and abstentions, indicating broad stockholder support for the current board slate.

Which auditing firm did ACIW stockholders ratify for fiscal 2026?

Stockholders ratified Deloitte & Touche LLP as ACI Worldwide’s independent registered public accounting firm for the year ending December 31, 2026. The ratification received 95,338,552 votes for, 1,322,740 votes against, and 30,031.45 abstentions, with no broker non-votes reported on this proposal.

How did ACIW stockholders vote on executive compensation in 2026?

Stockholders approved ACI Worldwide’s named executive compensation on an advisory basis. The proposal received 89,531,017.32 votes for, 3,071,310.45 votes against, 73,588.21 abstentions, and 4,015,407.47 broker non-votes, indicating overall support for the pay programs described in the 2026 Proxy Statement.

How strong was support for ACIW’s director nominees in the vote totals?

Support was strong, with each director nominee receiving more than 90 million votes for. Votes against each candidate generally ranged around 0.4 to 2.3 million, plus a small number of abstentions and 4,015,407.47 broker non-votes consistently reported across the director elections.

What was the outcome of the auditor ratification vote for ACIW?

The ratification of Deloitte & Touche LLP easily passed, with 95,338,552 votes for versus 1,322,740 votes against and 30,031.45 abstentions. There were no broker non-votes on this item, suggesting broad and clear stockholder backing for the chosen independent auditor.

Filing Exhibits & Attachments

3 documents