Maplebear Inc. (CART) investors back 2026 director slate and auditor
Filing Impact
Filing Sentiment
Form Type
8-K
Rhea-AI Filing Summary
Maplebear Inc. reported the results of its 2026 annual stockholder meeting. Stockholders elected Class III directors Meredith Kopit Levien and Lily Sarafan to serve until the 2029 annual meeting, with each receiving significantly more votes “for” than “withheld.”
Stockholders also ratified PricewaterhouseCoopers LLP as independent registered public accounting firm for the year ending December 31, 2026, with over 203 million votes in favor. In addition, they approved, on a non-binding advisory basis, the compensation of the company’s named executive officers, with roughly 143.7 million votes for and 38.7 million against.
Positive
- None.
Negative
- None.
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 Meredith Kopit Levien: 169,590,945 votes
Votes for Lily Sarafan: 152,967,518 votes
Broker non-votes on director elections: 20,165,446 votes
+5 more
8 metrics
Votes for Meredith Kopit Levien
169,590,945 votes
Election as Class III director at 2026 annual meeting
Votes for Lily Sarafan
152,967,518 votes
Election as Class III director at 2026 annual meeting
Broker non-votes on director elections
20,165,446 votes
Director election proposals at 2026 annual meeting
Votes for PwC ratification
203,285,613 votes
Ratification of 2026 independent registered public accounting firm
Votes against PwC ratification
488,888 votes
Ratification of 2026 independent registered public accounting firm
Votes for say-on-pay
143,732,039 votes
Non-binding advisory vote on executive compensation
Votes against say-on-pay
38,736,539 votes
Non-binding advisory vote on executive compensation
Say-on-pay broker non-votes
20,165,446 votes
Non-binding advisory vote on executive compensation
Key Terms
Annual Meeting of Stockholders, independent registered public accounting firm, non-binding advisory basis, broker non-votes, +1 more
5 terms
Annual Meeting of Stockholders financial
"held its 2026 Annual Meeting of Stockholders (the “Annual Meeting”)."
independent registered public accounting firm financial
"ratify the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm"
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.
non-binding advisory basis financial
"approve, on non-binding advisory basis, the compensation of the Company’s named executive officers"
A non-binding advisory basis is guidance or a recommendation offered for informational purposes that does not create legal obligations or guarantees; recipients can accept, modify, or ignore it without contractual consequences. Investors should treat it like a weather forecast for planning—useful for forming expectations and assessing risk, but not a firm promise—so they should verify assumptions, seek confirming information, and avoid relying on it as the sole basis for investment decisions.
broker non-votes financial
"Broker Non-Votes 20,165,446"
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 financial
"Emerging growth company o"
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.
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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 22, 2026
| (Exact name of registrant as specified in its charter) | ||||||||||||||||||||||||||
| (State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) | ||||||||||||||||||||||||
(Address of principal executive offices) (Zip code)
(888 ) 246-7822
(Registrant’s telephone number, including area code)
Not Applicable
(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 Instructions A.2. below):
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||||||||||||||||||||||||
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 o
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. o
Item 5.07 Submission of Matters to a Vote of Security Holders.
On May 22, 2026, Maplebear Inc. (the “Company”) held its 2026 Annual Meeting of Stockholders (the “Annual Meeting”). Holders of the Company’s common stock were entitled to one vote for each share held as of the close of business on April 1, 2026. The Company’s stockholders voted on the following three proposals at the Annual Meeting, each of which is described in more detail in the Company’s definitive proxy statement for the Annual Meeting, filed with the Securities and Exchange Commission on April 9, 2026 (the “Proxy Statement”):
1.To elect two Class III directors to hold office until the 2029 Annual Meeting of Stockholders and until their successors are duly elected and qualified, or until their earlier death, resignation, or removal;
2.To ratify the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2026; and
3.To approve, on non-binding advisory basis, the compensation of the Company’s named executive officers, as disclosed in the Proxy Statement.
The final results with respect to each proposal are set forth below:
Proposal 1 - Election of Directors
The Company’s stockholders elected each of the two nominees named below as Class III directors to serve until the Company’s 2029 annual meeting of stockholders and until their successors have been duly elected and qualified, or until their earlier death, resignation, or removal. The voting results are set forth below:
| Director Nominee | For | Withheld | Broker Non-Votes | |||||||||||||||||
| Meredith Kopit Levien | 169,590,945 | 14,099,391 | 20,165,446 | |||||||||||||||||
| Lily Sarafan | 152,967,518 | 30,722,818 | 20,165,446 | |||||||||||||||||
Proposal 2 - Ratification of Appointment of Independent Registered Public Accounting Firm
The Company’s stockholders ratified the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2026. The voting results are set forth below:
| For | Against | Abstain | ||||||||||||
| 203,285,613 | 488,888 | 81,281 | ||||||||||||
Proposal 3 - Non-Binding Advisory Vote to Approve the Compensation of the Company’s Named Executive Officers
The Company’s stockholders approved, on a non-binding advisory basis, the compensation of the Company’s named executive officers as disclosed in the Proxy Statement. The voting results are set forth below:
| For | Against | Abstain | Broker Non-Votes | |||||||||||||||||
| 143,732,039 | 38,736,539 | 1,221,758 | 20,165,446 | |||||||||||||||||
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Maplebear Inc. | ||||||||
Date: May 29, 2026 | By: | /s/ Emily Reuter | ||||||
| Emily Reuter | ||||||||
| Chief Financial Officer | ||||||||
FAQ
What did Maplebear Inc. (CART) stockholders approve at the 2026 annual meeting?
Stockholders elected two Class III directors, ratified PricewaterhouseCoopers LLP as auditor for 2026, and approved, on a non-binding advisory basis, the compensation of named executive officers. Each proposal received more votes in favor than against or withheld.
How did Maplebear Inc. (CART) vote on the Class III director elections?
Stockholders elected Meredith Kopit Levien and Lily Sarafan as Class III directors to serve until the 2029 annual meeting. Both nominees received substantially more votes “for” than “withheld,” with broker non-votes reported separately in the voting results table.
Was PricewaterhouseCoopers LLP ratified as Maplebear Inc. (CART) auditor for 2026?
Yes. Stockholders ratified PricewaterhouseCoopers LLP as Maplebear Inc.’s independent registered public accounting firm for the year ending December 31, 2026, with 203,285,613 votes for, 488,888 votes against, and 81,281 abstentions recorded.
How did Maplebear Inc. (CART) stockholders vote on executive compensation in 2026?
Stockholders approved, on a non-binding advisory basis, the compensation of Maplebear Inc.’s named executive officers. The vote results were 143,732,039 for, 38,736,539 against, 1,221,758 abstentions, and 20,165,446 broker non-votes as reported.
What are broker non-votes in the Maplebear Inc. (CART) 2026 vote results?
Broker non-votes are shares held by brokers that were not voted on certain proposals. Maplebear Inc. reported 20,165,446 broker non-votes for the director elections and the advisory vote on executive compensation at the 2026 annual meeting.