American Financial Group posts 2026 vote results

American Financial Group, Inc. reported the results of its annual meeting of shareholders held on May 20, 2026.

Rhea-AI Filing Summary

American Financial Group, Inc. reported the results of its annual meeting of shareholders held on May 20, 2026. Shareholders elected 12 directors, each receiving tens of millions of votes in favor, with broker non-votes of 3,585,352 recorded for each nominee.

Shareholders also approved two additional proposals with strong support. One proposal received 74,822,879 votes for, 1,034,836 against, and 53,183 abstentions. Another proposal received 69,738,224 votes for, 2,495,013 against, 92,309 abstentions, and 3,585,352 broker non-votes.

8-K Event Classification

Item 5.07 — Submission of Matters to a Vote of Security Holders

1 item

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.

Key Figures

Highest director votes for: 72,097,586 votes Lowest director votes for: 62,988,078 votes Broker non-votes directors: 3,585,352 votes +4 more

7 metrics

Highest director votes for 72,097,586 votes Votes for Roger K. Newport director election

Lowest director votes for 62,988,078 votes Votes for William W. Verity director election

Broker non-votes directors 3,585,352 votes Broker non-votes for each director nominee

Proposal vote total (For) 74,822,879 votes For votes on one non-director proposal

Proposal vote total (Against) 1,034,836 votes Against votes on same non-director proposal

Second proposal votes for 69,738,224 votes For votes on another proposal with broker non-votes

Second proposal broker non-votes 3,585,352 votes Broker non-votes on that additional proposal

Key Terms

annual meeting of shareholders, broker non-votes, emerging growth company, subordinated debentures, +1 more

5 terms

annual meeting of shareholders financial

"The Company held its annual meeting of shareholders on May 20, 2026."

A yearly gathering where a company’s owners (shareholders) vote on key items like electing the board, approving executive pay, and ratifying auditors, and receive updates on performance and strategy. Think of it as an annual town hall for owners: it matters to investors because outcomes and disclosures can affect leadership, corporate direction, dividend and governance policies, and therefore the company’s risk and potential return.

broker non-votes financial

"Broker Non-Votes 3,585,352"

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.

emerging growth company regulatory

"Emerging growth company"

An emerging growth company is a recently public or smaller public firm that qualifies for temporary, lighter regulatory and disclosure rules to reduce the cost and effort of being public. For investors, it means the company may provide less historical financial detail and face fewer reporting requirements than larger firms, so it can grow more quickly but also carries higher uncertainty—like buying a promising early-stage product with fewer user reviews.

subordinated debentures financial

"5.875% Subordinated Debentures due March 30, 2059"

A subordinated debenture is a type of long-term loan a company issues that ranks below other debts when paying creditors, so holders are paid only after higher-priority lenders if the company defaults. It matters to investors because this lower repayment priority raises the risk of loss, which companies typically offset by offering higher interest, making it a trade-off between yield and safety—like standing later in line for a bigger tip.

Common Stock financial

"Common Stock | | AFG | | New York Stock Exchange"

Common stock represents ownership shares in a company, giving investors a stake in its success and a say in important decisions through voting rights. It is the most common type of stock traded on markets and can provide income through dividends, as well as potential for value growth. For investors, holding common stock means sharing in the company’s profits and risks.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did American Financial Group (AFG) announce in this 8-K filing?

American Financial Group reported the results of its May 20, 2026 annual shareholder meeting. The filing details the election of directors and voting outcomes on two additional proposals, including precise vote counts for for, against, abstain, and broker non-votes where applicable.

Were American Financial Group’s director nominees elected at the 2026 annual meeting?

Yes, all 12 director nominees were elected at the 2026 annual meeting. Each nominee received a large majority of votes cast for their election, with broker non-votes of 3,585,352 reported for every director on the ballot.

How many votes supported the most popular American Financial Group director candidate?

The most-supported director candidate, Roger K. Newport, received 72,097,586 votes for. He faced 227,960 votes withheld and 3,585,352 broker non-votes, indicating strong shareholder backing relative to other nominees listed in the meeting results.

What were the vote totals on one of the non-director proposals at AFG’s meeting?

One non-director proposal received 74,822,879 votes for, 1,034,836 votes against, and 53,183 abstentions. These numbers show substantial shareholder support, with relatively few votes cast against or marked as abstentions on that particular proposal.

Did any American Financial Group proposal show broker non-votes besides director elections?

Yes, one additional proposal recorded broker non-votes of 3,585,352. That proposal received 69,738,224 votes for, 2,495,013 against, and 92,309 abstentions, aligning the broker non-vote figure with the amount seen in the director election results.

Where is American Financial Group headquartered and on which exchange is it listed?

American Financial Group is headquartered at 301 East Fourth Street, Cincinnati, Ohio 45202. Its common stock trades on the New York Stock Exchange under the symbol AFG, alongside several series of subordinated debentures also listed on the NYSE.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 05/21/2026 - 05:00 PM EDT Learn about SEC filing dates

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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):  May 20, 2026

AMERICAN FINANCIAL GROUP, INC.

(Exact name of registrant as specified in its charter)

Ohio	1-13653	31-1544320
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

301 East Fourth Street, Cincinnati, OH	45202
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code:  (513) 579-2121

(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 (see General Instruction A.2. below):

☐
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))

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. ☐

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		AFG		New York Stock Exchange
	5.875% Subordinated Debentures due March 30, 2059		AFGB		New York Stock Exchange
	5.125% Subordinated Debentures due December 15, 2059		AFGC		New York Stock Exchange
	5.625% Subordinated Debentures due June 1, 2060		AFGD		New York Stock Exchange
	4.5% Subordinated Debentures due September 15, 2060		AFGE		New York Stock Exchange

Section 5       Corporate Governance and Management

Item 5.07  Submission of Matters to a Vote of Security Holders.

The Company held its annual meeting of shareholders on May 20, 2026.  The voting results on the proposals considered at the annual meeting are set forth below:

1. Elect 12 directors.

	For	Withheld	Broker Non-Votes
Carl H. Lindner III	71,683,240	642,306	3,585,352
S. Craig Lindner	71,681,321	644,225	3,585,352
John B. Berding	70,818,568	1,506,978	3,585,352
Gregory G. Joseph	68,107,756	4,217,790	3,585,352
S. Craig Lindner Jr.	67,226,186	5,099,360	3,585,352
Mary Beth Martin	70,832,343	1,493,203	3,585,352
Amy Y. Murray	71,872,324	453,222	3,585,352
Roger K. Newport	72,097,586	227,960	3,585,352
Evans N. Nwankwo	70,880,035	1,445,511	3,585,352
David L. Thompson	71,565,185	760,361	3,585,352
William W. Verity	62,988,078	9,337,468	3,585,352
John I. Von Lehman	66,927,560	5,397,986	3,585,352

2. Ratify the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for 2026.

For	Against	Abstain
74,822,879	1,034,836	53,183

3. Approve, on an advisory basis, the compensation of the Company’s named executive officers.

For	Against	Abstain	Broker Non-Votes
69,738,224	2,495,013	92,309	3,585,352

SIGNATURES

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.

	AMERICAN FINANCIAL GROUP, INC.
Date: May 21, 2026	By:	/s/ Joseph C. Alter

Joseph C. Alter

Vice President, Deputy General Counsel and Secretary

3

Filing Exhibits & Attachments

4 documents

Other Documents

• EX-101 XBRL TAXONOMY EXTENSION SCHEMA 5.0 KB
• EX-101 XBRL TAXONOMY EXTENSION DEFINITION LINKBASE 18.8 KB
• EX-101 XBRL TAXONOMY EXTENSION LABEL LINKBASE 28.9 KB
• EX-101 XBRL TAXONOMY EXTENSION PRESENTATION LINKBASE 21.1 KB