Shareholders detail 2026 vote outcomes at ARKO (NASDAQ: ARKO) meeting

Filing Impact

(Moderate)

Filing Sentiment

(Neutral)

Form Type

8-K

Rhea-AI Filing Summary

ARKO Corp. reported voting results from its 2026 Annual Meeting of Stockholders held on June 4, 2026. Shareholders elected six directors, with each nominee receiving more votes "for" than "withheld"; for example, Arie Kotler received 80,458,273 votes for and 368,306 withheld.

Stockholders also cast 74,199,282 votes for and 5,966,842 against a non-binding advisory resolution on executive compensation, with 660,455 abstentions and 15,886,943 broker non-votes. In addition, 95,991,876 votes were cast for ratifying Grant Thornton LLP as independent registered public accounting firm for the 2026 fiscal year, versus 718,988 against and 2,658 abstentions.

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

Votes for Arie Kotler: 80,458,273 votes Votes for executive compensation resolution: 74,199,282 votes Votes against executive compensation resolution: 5,966,842 votes +4 more

7 metrics

Votes for Arie Kotler 80,458,273 votes Director election at 2026 Annual Meeting

Votes for executive compensation resolution 74,199,282 votes Non-binding advisory say-on-pay proposal

Votes against executive compensation resolution 5,966,842 votes Non-binding advisory say-on-pay proposal

Broker non-votes on say-on-pay 15,886,943 votes Executive compensation advisory resolution

Votes for auditor ratification 95,991,876 votes Ratification of Grant Thornton LLP for 2026 fiscal year

Votes against auditor ratification 718,988 votes Ratification of Grant Thornton LLP for 2026 fiscal year

Broker non-votes on director Arie Kotler 15,886,943 votes Director election at 2026 Annual Meeting

Key Terms

non-binding advisory resolution, broker non-votes, independent registered public accounting firm, Annual Meeting of Stockholders

4 terms

non-binding advisory resolution financial

"Approval of a non-binding advisory resolution approving the compensation of the Company’s named executive officers"

A non-binding advisory resolution is a shareholder vote that expresses investors’ opinion or recommendation but does not legally force the company to act. Think of it like a public survey: management can ignore it, but a strong vote for or against signals investor sentiment, can sway board behavior or policy decisions, and may influence market perception and future, potentially binding, actions.

broker non-votes financial

"74,199,282 For, 5,966,842 Against, 660,455 Abstentions, 15,886,943 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

"Ratification of the appointment of Grant Thornton LLP as the Company’s independent registered public accounting firm for the 2026 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.

Annual Meeting of Stockholders financial

"The Company held its 2026 Annual Meeting of Stockholders on June 4, 2026"

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Understanding 8-K Material Events →

06/08/2026 - 05:00 PM

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 04, 2026

    

ARKO Corp.

(Exact name of Registrant as Specified in Its Charter)


Delaware	001-39828	85-2784337
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

8565 Magellan Parkway Suite 400
Richmond, Virginia		23227-1150
(Address of Principal Executive Offices)		(Zip Code)

     Registrant’s Telephone Number, Including Area Code: (804) 730-1568

    

(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:

☐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, $0.0001 par value per share	ARKO	The Nasdaq Stock Market LLC

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 Company held its 2026 Annual Meeting of Stockholders on June 4, 2026 (the “Annual Meeting”). The final voting results for the proposals submitted to a vote of the Company’s stockholders at the Annual Meeting are as follows:

Proposal 1: Election of six directors to the Board to hold office until the Company’s 2027 Annual Meeting of Stockholders or until their respective successors are duly elected and qualified:


	Votes	Votes	Broker
Director	For	Withheld	Non-Votes
Sherman K. Edmiston III	72,713,274	8,113,305	15,886,943
Yona Fogel	80,691,831	134,748	15,886,943
Avram Friedman	79,218,543	1,608,036	15,886,943
Andrew R. Heyer	60,801,588	20,024,991	15,886,943
Laura Shapira Karet	79,835,177	991,402	15,886,943
Arie Kotler	80,458,273	368,306	15,886,943

Proposal 2: Approval of a non-binding advisory resolution approving the compensation of the Company’s named executive officers as disclosed in the Company’s 2026 Proxy Statement for the Annual Meeting:


Votes	Votes		Broker
For	Against	Abstentions	Non-Votes
74,199,282	5,966,842	660,455	15,886,943

Proposal 3: Ratification of the appointment of Grant Thornton LLP as the Company’s independent registered public accounting firm for the 2026 fiscal year:


Votes	Votes		Broker
For	Against	Abstentions	Non-Votes
95,991,876	718,988	2,658	—

No other matters were considered or voted upon at the Annual Meeting.

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.


			ARKO CORP.

Date:	June 8, 2026	By:	/s/ Arie Kotler
		Name: Title:	Arie Kotler President, Chief Executive Officer and Chairman of the Board

Source: View Original Filing on SEC EDGAR

FAQ

What did ARKO (ARKO) shareholders vote on at the 2026 Annual Meeting?

Shareholders voted on three items: electing six directors to the board, a non-binding advisory resolution on executive compensation, and ratifying Grant Thornton LLP as the independent registered public accounting firm for the 2026 fiscal year at the June 4, 2026 Annual Meeting.

How did ARKO (ARKO) shareholders vote on director elections in 2026?

Six directors received more votes for than withheld. For example, Arie Kotler received 80,458,273 votes for and 368,306 withheld, while Yona Fogel received 80,691,831 votes for and 134,748 withheld. Each director vote also recorded 15,886,943 broker non-votes.

How did ARKO (ARKO) shareholders vote on executive compensation in 2026?

On the non-binding advisory resolution regarding named executive officer compensation, shareholders cast 74,199,282 votes for, 5,966,842 votes against, and 660,455 abstentions, with 15,886,943 broker non-votes. This proposal related to compensation disclosed in ARKO’s 2026 Proxy Statement for the Annual Meeting.

What was the ARKO (ARKO) auditor ratification vote for fiscal 2026?

Shareholders voted to ratify Grant Thornton LLP as ARKO’s independent registered public accounting firm for the 2026 fiscal year, with 95,991,876 votes for, 718,988 votes against, and 2,658 abstentions. There were no broker non-votes reported on this auditor ratification proposal.

Were any other matters voted on at ARKO’s 2026 Annual Meeting?

No. ARKO stated that no other matters were considered or voted upon at the 2026 Annual Meeting beyond the election of directors, the advisory vote on executive compensation, and the ratification of Grant Thornton LLP as independent registered public accounting firm.

Filing Exhibits & Attachments

1 document