STOCK TITAN

Affiliated Managers Group (AMG) holders back directors, say-on-pay and PwC

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

Rhea-AI Filing Summary

Affiliated Managers Group, Inc. reported the results of its Annual Meeting of Stockholders held on May 27, 2026. Stockholders elected seven directors to serve until the 2027 Annual Meeting, with each nominee receiving at least 97% of the votes cast, indicating strong support for the current board.

Stockholders also approved, on a non-binding advisory basis, the compensation of the Company’s named executive officers, with 22,587,936 votes for, 479,705 against, and 20,741 abstentions, representing 98% support among votes cast. In addition, stockholders ratified the selection of PricewaterhouseCoopers LLP as the independent registered public accounting firm for the current fiscal year, with 23,035,223 votes for, 1,491,160 against, and 6,195 abstentions, reflecting 94% approval among votes cast.

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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.
Director support (minimum) at least 97% of votes cast Election of all seven directors at 2026 annual meeting
Say-on-pay support 22,587,936 votes for Non-binding advisory vote on executive compensation
Say-on-pay opposition 479,705 votes against Non-binding advisory vote on executive compensation
Auditor ratification support 23,035,223 votes for Ratification of PricewaterhouseCoopers LLP
Auditor ratification opposition 1,491,160 votes against Ratification of PricewaterhouseCoopers LLP
Non-Binding Advisory Vote regulatory
"The stockholders voted to approve, by a non-binding advisory vote, the compensation of the Company’s named executive officers"
A non-binding advisory vote is a shareholder vote that expresses investors’ opinion on a proposal (such as executive pay, corporate policy, or governance practices) but does not legally force the company to act. Think of it like a customer survey: it signals whether owners approve or disapprove and can pressure boards and managers to change course, so investors watch the result as an indicator of governance risk and potential future shifts in company strategy or leadership.
named executive officers financial
"the compensation of the Company’s named executive officers by the affirmative vote of 98% of the votes cast"
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 regulatory
"the Company’s independent registered public accounting firm for the current 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.
broker non-votes regulatory
"Broker Non-Votes 22,587,936 | | 479,705 | | 20,741 | | 1,444,196"
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.
Annual Meeting of Stockholders regulatory
"The Annual Meeting of Stockholders of Affiliated Managers Group, Inc. was held on May 27, 2026"
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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 27, 2026

 

 

AFFILIATED MANAGERS GROUP, INC.

(Exact Name of Registrant as Specified in Its Charter)

 

 

Delaware

(State or Other Jurisdiction

of Incorporation)

 

001-13459   04-3218510

(Commission

File Number)

 

(IRS Employer

Identification No.)

1001 U.S. Highway One North, Jupiter, Florida 33477

(Address of Principal Executive Offices)

(800) 345-1100

(Registrant’s Telephone Number, Including Area Code)

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 (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))

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 ($0.01 par value)   AMG   New York Stock Exchange
5.875% Junior Subordinated Notes due 2059   MGR   New York Stock Exchange
4.750% Junior Subordinated Notes due 2060   MGRB   New York Stock Exchange
4.200% Junior Subordinated Notes due 2061   MGRD   New York Stock Exchange
6.750% Junior Subordinated Notes due 2064   MGRE   New 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 

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.

The Annual Meeting of Stockholders of Affiliated Managers Group, Inc. (the “Company”) was held on May 27, 2026. At that meeting, the stockholders considered and acted upon the following proposals:

1.The Election of Directors. The stockholders elected the following individuals to serve as directors until the 2027 Annual Meeting of Stockholders and until their respective successors are duly elected and qualified. Each nominee was approved by the stockholders by the affirmative vote of at least 97% of the votes cast. The table below sets forth the voting results for each director:

 

     Votes For      Votes Against      Abstentions      Broker Non-Votes  

G. Staley Cates

     23,034,061        48,281        6,040        1,444,196  

Marcy Engel

     22,963,703        118,433        6,246        1,444,196  

Annette Franqui

     22,541,985        540,482        5,915        1,444,196  

Jay C. Horgen

     23,026,810        55,537        6,035        1,444,196  

Félix V. Matos Rodríguez

     22,789,787        292,357        6,238        1,444,196  

Tracy P. Palandjian

     22,537,482        544,990        5,910        1,444,196  

Loren M. Starr

     22,405,508        676,731        6,143        1,444,196  

2.Non-Binding Advisory Vote on Executive Compensation. The stockholders voted to approve, by a non-binding advisory vote, the compensation of the Company’s named executive officers by the affirmative vote of 98% of the votes cast. The table below sets forth the voting results:

 

Votes For

 

Votes Against

 

Abstentions

 

Broker Non-Votes

22,587,936   479,705   20,741   1,444,196

3.Ratification of the Selection of PricewaterhouseCoopers LLP as the Company’s Independent Registered Public Accounting Firm for the Current Fiscal Year. The stockholders voted to ratify the selection of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the current fiscal year. The proposal was approved by the stockholders by the affirmative vote of 94% of the votes cast. The table below sets forth the voting results:

 

Votes For

 

Votes Against

 

Abstentions

23,035,223   1,491,160   6,195

 

2


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 hereunto duly authorized.

 

    AFFILIATED MANAGERS GROUP, INC.
Date: May 28, 2026     By:  

/s/ Kavita Padiyar

    Name:   Kavita Padiyar
    Title:   General Counsel and Corporate Secretary

 

3

FAQ

What did AMG stockholders decide at the May 27, 2026 annual meeting?

AMG stockholders elected all seven director nominees, approved executive compensation in an advisory vote, and ratified PricewaterhouseCoopers LLP as auditor for the current fiscal year, all with very high approval levels based on votes cast.

How strongly did AMG shareholders support the director nominees?

Each of AMG’s seven director nominees received at least 97% of the votes cast. This indicates broad shareholder support for the existing board composition and its oversight of the company’s management and strategy.

How did AMG shareholders vote on executive compensation in 2026?

AMG shareholders approved the compensation of named executive officers in a non-binding advisory vote. There were 22,587,936 votes for, 479,705 against, and 20,741 abstentions, reflecting approximately 98% support of votes cast on pay.

Which auditing firm did AMG shareholders ratify for the current fiscal year?

Shareholders ratified PricewaterhouseCoopers LLP as AMG’s independent registered public accounting firm for the current fiscal year, with 23,035,223 votes for, 1,491,160 against, and 6,195 abstentions, representing about 94% approval among votes cast.

Were there significant broker non-votes at AMG’s 2026 annual meeting?

Yes. For the director elections and the advisory vote on executive compensation, there were 1,444,196 broker non-votes. Broker non-votes occur when brokers lack authority to vote uninstructed shares on certain proposals.

Filing Exhibits & Attachments

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