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Ameriprise Financial (NYSE: AMP) investors approve directors, auditor and 2026 executive pay

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

Rhea-AI Filing Summary

Ameriprise Financial, Inc. held its 2026 annual shareholders meeting on April 29, 2026. Holders of 78,335,494 common shares, representing approximately 86.4% of the 90,689,669 shares entitled to vote as of March 2, 2026, were present in person or by proxy.

Shareholders elected eight director nominees to one-year terms expiring at the 2027 annual meeting, with each receiving substantially more votes "for" than "against," alongside limited abstentions and broker non-votes. They also ratified the Audit and Risk Committee’s appointment of PricewaterhouseCoopers LLP as independent registered public accounting firm for 2026, with 75,820,390 votes in favor.

In addition, shareholders approved, on a nonbinding advisory basis, the compensation of the company’s named executive officers, with 65,673,362 votes "for," 6,847,326 votes "against," 313,846 abstentions, and 5,500,960 broker non-votes. The filing also notes an Inline XBRL formatted cover page as Exhibit 104.

Positive

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Negative

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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.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Shares represented at meeting 78,335,494 shares Present in person or by proxy at 2026 annual meeting
Shares entitled to vote 90,689,669 shares Outstanding as of March 2, 2026 record date
Participation rate 86.4% Shares represented vs. shares entitled to vote
Auditor ratification votes for 75,820,390 votes Support for PricewaterhouseCoopers LLP for 2026
Auditor ratification votes against 2,449,928 votes Opposition to PricewaterhouseCoopers LLP for 2026
Say-on-pay votes for 65,673,362 votes Advisory approval of named executive officer compensation
Say-on-pay votes against 6,847,326 votes Advisory vote opposing named executive officer compensation
Broker non-votes on say-on-pay 5,500,960 votes Non-voting broker-held shares on compensation proposal
broker non-votes financial
"Abstentions | | | 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
"appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for 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.
Nonbinding Advisory Vote financial
"Item 3 – Nonbinding Advisory Vote to Approve the Compensation of Named Executive Officers"
named executive officers financial
"the compensation of the named executive officers"
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.
Inline eXtensible Business Reporting Language technical
"Exhibit 104 | | Cover page is formatted in iXBRL (Inline eXtensible Business Reporting Language)"
false 0000820027 AMERIPRISE FINANCIAL INC 0000820027 2026-04-29 2026-04-29 iso4217:USD xbrli:shares iso4217:USD xbrli:shares

 

 

 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, DC 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): April 29, 2026

 

AMERIPRISE FINANCIAL, INC.
(Exact name of registrant as specified in its charter)
 
Delaware   001-32525   13-3180631
(State or other jurisdiction
of incorporation)
  (Commission
File Number)
  (IRS Employer
Identification No.)

 

1099 Ameriprise Financial Center

Minneapolis, Minnesota

  55474
(Address of principal executive offices)   (Zip Code)

 

Registrant’s telephone number, including area code: (612) 671-3131

 

Former name or former address, if changed since last report: Not Applicable

 

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
  Name of each exchange on which registered
Common Stock (par value $.01 per share)   AMP   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 5.07Submission of Matters to a Vote of Security Holders.

 

The 2026 annual meeting of the shareholders of the Company was held on April 29, 2026. At the meeting, the holders of 78,335,494 shares of common stock, which represents approximately 86.4% of the 90,689,669 outstanding shares entitled to vote as of the March 2, 2026, record date, were represented in person or by proxy. Detailed voting results are set forth below.

 

Item 1 – Election of the Eight Director Nominees Named Below. The shareholders elected each director nominee for a term of one year to expire at the 2027 annual meeting of shareholders or until their successors are elected and qualified. The voting results were as follows:

 

Name   Votes For     Votes Against     Abstentions     Broker Non-Votes  
James M. Cracchiolo     68,019,068       4,534,672       280,794       5,500,960  
Robert F. Sharpe, Jr.     67,843,593       4,921,475       69,466       5,500,960  
Dianne Neal Blixt     68,124,291       4,613,738       96,505       5,500,960  
Amy DiGeso     65,655,057       7,076,691       102,786       5,500,960  
Christopher J. Williams     71,018,197       1,672,027       144,310       5,500,960  
Glynis A. Bryan     72,288,976       448,581       96,977       5,500,960  
Liane J. Pelletier     72,533,365       201,640       99,529       5,500,960  
Brian T. Shea     71,226,122       1,506,700       101,712       5,500,960  

 

Item 2 - Ratification of Audit and Risk Committee’s appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for 2026. The shareholders ratified the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for 2026.

 

Votes For     Votes Against     Abstentions  
  75,820,390       2,449,928       65,176  
                     

 

Item 3 – Nonbinding Advisory Vote to Approve the Compensation of Named Executive Officers. The shareholders approved, on an advisory basis, the compensation of the named executive officers.

 

Votes For     Votes Against     Abstentions     Broker Non-Votes  
  65,673,362       6,847,326       313,846       5,500,960  
                             

 

Item 9.01Financial Statements and Exhibits.

 

(d) Exhibits.

 

Exhibit No.   Description
     
Exhibit 104   Cover page is formatted in iXBRL (Inline eXtensible Business Reporting Language)

 

 

 

 

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.

 

  AMERIPRISE FINANCIAL, INC.
(Registrant)
 
Date: April 30, 2026 By: /s/ Wendy B. Mahling
  Name: Wendy B. Mahling
  Title: Senior Vice President, Corporate Secretary & Securities and Corporate Law

 

 

 

FAQ

What did Ameriprise Financial (AMP) shareholders vote on at the 2026 annual meeting?

Shareholders voted on electing eight directors, ratifying PricewaterhouseCoopers LLP as independent auditor for 2026, and approving executive compensation on a nonbinding advisory basis. All proposals received majority support, indicating broad shareholder backing for the board, auditor choice, and pay programs.

How many Ameriprise Financial (AMP) shares were represented at the 2026 annual meeting?

A total of 78,335,494 Ameriprise Financial common shares were represented in person or by proxy, equating to approximately 86.4% of the 90,689,669 shares entitled to vote as of March 2, 2026. This high participation level reflects strong shareholder engagement in governance matters.

Were all Ameriprise Financial (AMP) director nominees elected in 2026?

Yes. All eight director nominees, including James M. Cracchiolo and the other listed candidates, were elected to one-year terms expiring at the 2027 annual meeting. Each nominee received significantly more votes "for" than "against," with only modest abstentions and broker non-votes reported.

Did Ameriprise Financial (AMP) shareholders approve the 2026 auditor ratification?

Yes. Shareholders ratified the Audit and Risk Committee’s appointment of PricewaterhouseCoopers LLP as independent registered public accounting firm for 2026, with 75,820,390 votes for, 2,449,928 against, and 65,176 abstentions. This confirms shareholder support for continuing with PricewaterhouseCoopers as the external auditor.

How did Ameriprise Financial (AMP) shareholders vote on executive compensation in 2026?

Shareholders approved, on a nonbinding advisory basis, the compensation of Ameriprise Financial’s named executive officers. The advisory vote received 65,673,362 votes for, 6,847,326 against, 313,846 abstentions, and 5,500,960 broker non-votes, showing majority support for the company’s executive pay practices.

What was the record date for Ameriprise Financial (AMP) voting eligibility in 2026?

The record date for determining shareholders entitled to vote at Ameriprise Financial’s 2026 annual meeting was March 2, 2026. On that date, 90,689,669 shares of common stock were outstanding and entitled to vote, forming the base against which participation and voting percentages were calculated.

Filing Exhibits & Attachments

3 documents