APA Corporation (NASDAQ: APA) shareholders back larger equity plan and say-on-pay
Filing Impact
Filing Sentiment
Form Type
8-K
Rhea-AI Filing Summary
APA Corporation reported results from its 2026 annual meeting of shareholders. Investors approved a Third Amendment to the 2016 Omnibus Compensation Plan that increases the shares authorized for issuance under the plan by 24,160,000 shares and extends the plan’s term through May 21, 2036.
Shareholders elected ten directors to one‑year terms and ratified Ernst & Young LLP as independent auditor for fiscal year 2026. A non-binding advisory vote approved the compensation of named executive officers. Of 353,400,414 eligible common shares, 312,221,847 shares, or about 88.35%, were voted.
Positive
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Negative
- None.
8-K Event Classification
3 items: 5.02, 5.07, 9.01
3 items
Item 5.02
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers
Governance
Key personnel changes including departures, elections, or appointments of directors and executive officers.
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.
Key Figures
New plan share authorization: 24,160,000 shares
Plan term extension: May 21, 2036
Shares eligible to vote: 353,400,414 shares
+4 more
7 metrics
New plan share authorization
24,160,000 shares
Increase in shares authorized for issuance under 2016 Omnibus Compensation Plan
Plan term extension
May 21, 2036
New expiration date of 2016 Omnibus Compensation Plan after Third Amendment
Shares eligible to vote
353,400,414 shares
Common stock eligible to vote at 2026 annual meeting
Shares voted
312,221,847 shares
Shares represented at 2026 annual meeting, about 88.35% of eligible
Auditor ratification votes for
307,082,415 votes
Votes in favor of ratifying Ernst & Young LLP for fiscal 2026
Say-on-pay votes for
238,710,645 votes
Votes approving named executive officer compensation
Plan amendment votes for
266,499,823 votes
Votes approving amendment to 2016 Omnibus Compensation Plan
Key Terms
2016 Omnibus Compensation Plan, non-binding advisory vote, broker non-votes, say on pay, +1 more
5 terms
2016 Omnibus Compensation Plan financial
"The Amendment to the Company’s 2016 Omnibus Compensation Plan increased the number of shares authorized"
non-binding advisory vote financial
"In a non-binding advisory vote to approve 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.
broker non-votes financial
"the number of abstentions and broker non-votes, each rounded to the nearest whole share"
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.
say on pay financial
"as disclosed in the Proxy Statement (commonly known as “say on pay”)"
Say on pay is a shareholder vote—typically nonbinding—on a company’s executive compensation package, allowing investors to approve or reject how top managers are paid. Think of it as a public performance review: widespread disapproval can signal poor governance, prompt changes to pay practices, attract activist investors, and influence investor confidence and share value. It matters because it gives owners a direct way to influence compensation that affects company incentives and long-term performance.
independent auditor financial
"The appointment of Ernst & Young LLP as the Company’s independent auditor for fiscal year 2026 was ratified"
An independent auditor is an outside, qualified accounting professional or firm that examines a company's financial records and controls to determine whether its financial statements are accurate and prepared according to accepted accounting rules. Like a neutral referee or home inspector, the auditor issues a report that gives investors confidence (or raises red flags) about the reliability of the numbers, which affects assessments of risk, valuation and investment decisions.
