STOCK TITAN

Chemours (NYSE: CC) holders back pay plan, 2026 equity plan and PwC

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

Rhea-AI Filing Summary

The Chemours Company reported results of its April 24, 2026 annual meeting. Shareholders approved the new 2026 Equity and Incentive Plan, which reserves up to 6,375,275 shares for a range of stock-based awards to employees, contractors, and non-employee directors.

All eleven director nominees were elected for one-year terms. Shareholders also approved the advisory say-on-pay vote on executive compensation, approved the equity plan, and ratified PricewaterhouseCoopers LLP as independent registered public accounting firm.

Positive

  • None.

Negative

  • None.
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.
Equity plan share reserve 6,375,275 shares Maximum shares reserved under 2026 Equity and Incentive Plan
Say-on-pay votes for 110,058,427 votes Advisory approval of named executive officer compensation
Equity plan votes for 108,842,885 votes Shareholder approval of 2026 Equity and Incentive Plan
Auditor ratification votes for 128,312,790 votes Ratification of PricewaterhouseCoopers LLP as independent auditor
Director Brokaw support 95.8% Percentage of votes cast for George R. Brokaw
Say-on-pay votes against 2,527,583 votes Votes opposing named executive officer compensation
Equity plan votes against 3,734,567 votes Votes opposing 2026 Equity and Incentive Plan
Equity and Incentive Plan financial
"approved The Chemours Company 2026 Equity and Incentive Plan (the “Plan”). The Plan provides for grants"
restricted stock units financial
"including stock options, stock appreciation rights, restricted stock awards, restricted stock units, unrestricted stock awards"
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
dividend equivalent rights financial
"unrestricted stock awards and dividend equivalent rights, with a maximum of 6,375,275 shares reserved"
Dividend equivalent rights are promises that mirror the cash payments shareholders get from a company’s profits, but they are paid to holders of certain awards (like stock options or restricted stock units) rather than to actual shares. Think of them as a paycheck top‑up that matches dividends while the award is not yet a real stock, and they matter to investors because they add to employee compensation costs and potential share dilution, affecting company profitability and per‑share value.
say-on-pay financial
"approved the Company’s annual “say-on-pay” vote on an advisory basis"
A say-on-pay is a shareholder vote that gives investors a chance to approve or disapprove a company’s executive compensation packages, typically held at annual meetings. It matters because the vote signals investor satisfaction with how leaders are paid—like customers rating how well managers are rewarded—and can push boards to change pay plans, reducing governance risk and affecting investor confidence and stock value even though the vote is usually advisory rather than legally binding.
broker Non-Votes financial
"Nominee | For | Against | Abstain | Broker Non-Votes George R. Brokaw"
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
"ratified the selection 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.
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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

 

April 24, 2026

Date of Report (Date of Earliest Event Reported)

img182710149_0.jpg

The Chemours Company

(Exact Name of Registrant as Specified in Its Charter)

 

Delaware

 

001-36794

 

46-4845564

(State or Other Jurisdiction

 

(Commission

 

(I.R.S. Employer

Of Incorporation)

 

File Number)

 

Identification No.)

 

1007 Market Street

Wilmington, Delaware 19801

(Address of principal executive offices)

 

Registrant’s telephone number, including area code: (302) 773-1000

 

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 Exchange on Which Registered

Common Stock ($0.01 par value)

 

CC

 

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 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

 

The Chemours Company (the “Company”) held its annual meeting of shareholders on April 24, 2026 (the “Annual Meeting”). At the Annual Meeting, the Company’s shareholders, upon the recommendation of the Company’s Board of Directors, approved The Chemours Company 2026 Equity and Incentive Plan (the “Plan”). The Plan provides for grants to employees, independent contractors, or non-employee directors of the Company of different forms of awards, including stock options, stock appreciation rights, restricted stock awards, restricted stock units, unrestricted stock awards and dividend equivalent rights, with a maximum of 6,375,275 shares reserved for issuance, less one share for every one share of common stock granted under the Prior Plan (as defined in the Plan) between March 2, 2026 and the effective date of the Plan. A description of the Plan is contained in the Company’s Definitive Proxy Statement filed with the Securities and Exchange Commission on March 10, 2026 and the complete text of the Plan is attached hereto as Exhibit 10.1 and incorporated herein by reference.


Item 5.07 Submission of Matters to a Vote of Security Holders.

The Company held its Annual Meeting on April 24, 2026.

At the Annual Meeting, shareholders:

elected all eleven director nominees to serve a one-year term;
approved the Company’s annual “say-on-pay” vote on an advisory basis;
approved the Plan; and
ratified the selection of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm.

The final voting results for each proposal were as follows:

Proposal 1 – Election of Directors to Serve One-Year Term

 

Nominee

For

Against

Abstain

Broker Non-Votes

George R. Brokaw

108,084,939 (95.8%)

4,608,412

122,192

16,493,566

Alister Cowan

111,973,151 (99.3%)

721,042

121,349

16,493,567

Mary B. Cranston

110,697,361 (98.1%)

 1,995,663

122,519

16,493,566

Denise M. Dignam

111,929,635 (99.2%)

767,997

117,911

16,493,566

Pamela F. Fletcher

111,849,508 (99.1%)

820,320

145,715

16,493,566

Erin N. Kane

111,472,071 (98.8%)

1,220,958

122,518

16,493,562

Joseph D. Kava

111,986,271 (99.3%)

708,693

120,581

16,493,564

Sean D. Keohane

111,705,234 (99.0%)

990,457

119,856

16,493,562

Courtney R. Mather

111,813,859 (99.1%)

883,596

118,084

16,493,570

Livingston L. Satterthwaite

 110,918,582 (98.3%)

1,778,880

118,084

16,493,563

Leslie M. Turner

111,778,533 (99.1%)

890,930

146,080

16,493,566

Proposal 2 – Advisory Vote to Approve Named Executive Officer Compensation

 

For

Against

Abstain

Broker Non-Votes

110,058,427

2,527,583

 229,523

16,493,576

Proposal 3 – Approval of the Plan

 

For

Against

Abstain

Broker Non-Votes

108,842,885

3,734,567

 238,082

16,493,575

 

Proposal 4 – Ratification of Selection of Independent Registered Public Accounting Firm

 

For

Against

Abstain

Broker Non-Votes

128,312,790

813,925

182,394

N/A

 

 


Item 9.01 Financial Statements and Exhibits.

 

(d) Exhibits

10.1 The Chemours Company 2026 Equity and Incentive Plan.

104 Cover Page Interactive Data File (formatted as Inline XBRL).

 

 

 


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.

 

 

THE CHEMOURS COMPANY

 

By:

 

/s/ Shane Hostetter

 

 

Shane Hostetter

 

 

Senior Vice President, Chief Financial Officer

Date:

 

April 29, 2026

 

 

 

 


FAQ

What did Chemours (CC) shareholders approve at the 2026 annual meeting?

Chemours shareholders approved all major items: election of eleven directors, an advisory say-on-pay vote on executive compensation, the 2026 Equity and Incentive Plan, and ratification of PricewaterhouseCoopers LLP as the independent registered public accounting firm for the company.

What is The Chemours Company 2026 Equity and Incentive Plan?

The Chemours 2026 Equity and Incentive Plan allows grants of stock options, stock appreciation rights, restricted stock, restricted stock units, unrestricted stock, and dividend equivalents, with a maximum of 6,375,275 shares reserved for issuance, adjusted for grants made under the prior plan after March 2, 2026.

How did Chemours (CC) shareholders vote on executive compensation?

Shareholders approved Chemours’ advisory say-on-pay proposal, with 110,058,427 votes for, 2,527,583 against, and 229,523 abstentions, plus 16,493,576 broker non-votes. This supports the company’s named executive officer compensation program on a non-binding basis for the year.

What were the voting results for Chemours’ 2026 equity plan?

Chemours’ 2026 Equity and Incentive Plan was approved with 108,842,885 votes for, 3,734,567 against, and 238,082 abstentions, along with 16,493,575 broker non-votes. This approval authorizes continued use of stock-based incentives for employees, contractors, and non-employee directors.

Which audit firm did Chemours (CC) shareholders ratify for 2026?

Shareholders ratified PricewaterhouseCoopers LLP as Chemours’ independent registered public accounting firm, with 128,312,790 votes for, 813,925 against, and 182,394 abstentions. This ratification supports PwC continuing to audit the company’s financial statements for the applicable period.

How strongly were Chemours director nominees supported in 2026 voting?

Each of the eleven Chemours director nominees received strong support, generally around or above 98% of votes cast for most nominees, with broker non-votes of 16,493,562 to 16,493,570. All nominated directors were elected to serve one-year terms on the company’s board.

Filing Exhibits & Attachments

2 documents