CCC (NASDAQ: CCC) investors approve directors, pay and Deloitte

Filing Impact

(Moderate)

Filing Sentiment

(Neutral)

Form Type

8-K

Rhea-AI Filing Summary

CCC Intelligent Solutions Holdings Inc. reported the results of its annual meeting of stockholders. Holders of 538,974,687 shares of common stock, representing 91.87% of the voting power as of the March 27, 2026 record date, were present, establishing a quorum.

Stockholders elected three Class II directors to terms ending at the 2029 annual meeting. They also chose an annual frequency for future advisory votes on executive compensation, approved the Company’s named executive officer pay on an advisory basis, and ratified Deloitte & Touche LLP as independent registered public accounting firm for the year ending December 31, 2026.

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

Shares represented: 538,974,687 shares Director vote – John Schweitzer: 504,607,363 votes for Say-on-pay frequency – one year: 491,532,529 votes for one year +2 more

5 metrics

Shares represented 538,974,687 shares Present at annual meeting; 91.87% of voting power as of March 27, 2026

Director vote – John Schweitzer 504,607,363 votes for Election of Class II director; 5,800,696 votes withheld and 28,566,628 broker non-votes

Say-on-pay frequency – one year 491,532,529 votes for one year Advisory vote on frequency; compared with 267,610 for two years and 18,574,425 for three years

Executive compensation approval 473,976,132 votes for Advisory say-on-pay vote; 35,671,335 against, 760,592 abstentions, 28,566,628 broker non-votes

Auditor ratification – Deloitte 515,649,326 votes for Ratification of Deloitte & Touche LLP; 22,746,006 against and 579,355 abstentions

Key Terms

broker non-votes, advisory (non-binding) basis, say-on-pay, independent registered public accounting firm, +1 more

5 terms

broker non-votes financial

"Director Nominee | Votes For | Votes Withheld | 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.

advisory (non-binding) basis financial

"To approve, on an advisory (non-binding) basis, the compensation"

say-on-pay financial

"frequency of future advisory (non-binding) votes on the compensation of the Company’s named executive officers"

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.

independent registered public accounting firm financial

"as the Company’s independent registered public accounting firm for the year ending December 31, 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.

quorum financial

"constituting a quorum for the transaction of business at the Annual Meeting"

A quorum is the minimum number of members needed to officially hold a meeting or make decisions. It ensures that decisions are made with enough participation to represent the group’s interests, much like a majority must be present for a vote to be valid. For investors, understanding quorum is important because it affects when and how important company or organization decisions can be legally made.

Understanding 8-K Material Events →

05/22/2026 - 04:55 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): May 21, 2026

    

CCC Intelligent Solutions Holdings Inc.

(Exact name of Registrant as Specified in Its Charter)


Delaware	001-39447	98-1546280
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

167 N. Green Street, 9th Floor
Chicago, Illinois		60607
(Address of Principal Executive Offices)		(Zip Code)

     Registrant’s Telephone Number, Including Area Code: (800) 621-8070

    

(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, par value $0.0001 per share	CCC	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.

On May 21, 2026, CCC Intelligent Solutions Holdings Inc. (the “Company”) held its annual meeting of stockholders (the “Annual Meeting”). Present at the Annual Meeting in person or by proxy were holders of 538,974,687 shares of common stock, which represent 91.87% of the voting power of all shares of common stock of the Company as of March 27, 2026, the record date for the Annual Meeting, and constituting a quorum for the transaction of business at the Annual Meeting.

The stockholders of the Company voted on the following items at the Annual Meeting:

To elect three Class II Directors to serve until the 2029 annual meeting of stockholders and until their successors are duly elected and qualified;

To approve, on an advisory (non-binding) basis, the frequency of future advisory (non-binding) votes on the compensation of the Company’s named executive officers;

To approve, on an advisory (non-binding) basis, the compensation of the Company’s named executive officers as set forth in the Proxy Statement for the Annual Meeting (the “Proxy Statement”); and

To ratify the appointment of Deloitte & Touche LLP (“Deloitte”) as the Company’s independent registered public accounting firm for the year ending December 31, 2026.

For more information about the foregoing proposals, see the Company’s Proxy Statement.

Holders of the shares of common stock are entitled to one vote per share. The voting results for each of these proposals are detailed below.

1. Election of Class II Directors


Director Nominee	Votes For	Votes Withheld	Broker Non-Votes
Neil de Crescenzo	380,618,771	129,789,288	28,566,628
William Ingram	345,195,726	165,212,333	28,566,628
John Schweitzer	504,607,363	5,800,696	28,566,628

Based on the votes set forth above, each director nominee was duly elected to serve until the 2029 annual meeting of stockholders and until his successor is duly elected and qualified.

2. Advisory Vote on Frequency of Future Votes on the Compensation of the Company’s Named Executive Officers


Votes for One Year	Votes for Two Years	Votes for Three Years	Abstained	Broker Non-Votes
491,532,529	267,610	18,574,425	33,495	28,566,628

The Company has considered the outcome of this advisory vote and has determined, as was recommended with respect to this proposal by the Company's board of directors in the Company’s Proxy Statement, that the Company will hold future say-on-pay votes on an annual basis until the next advisory vote on the frequency of say-on-pay votes. The next advisory vote regarding the frequency of say on pay votes is required to occur no later than the Company’s 2032 annual meeting of stockholders.

3. Advisory Vote on the Compensation of the Company’s Named Executive Officers


Votes For	Votes Against	Abstained	Broker Non-Votes
473,976,132	35,671,335	760,592	28,566,628

Based on the votes set forth above, the stockholders approved, on an advisory (non-binding) basis, the compensation of the Company’s named executive officers as set forth in the Proxy Statement.

4. Ratification of the Selection of Deloitte as Independent Registered Public Accounting Firm


Votes For	Votes Against	Abstained
515,649,326	22,746,006	579,355

There were no broker non-votes on this proposal.

Based on the votes set forth above, the stockholders ratified the selection of Deloitte as the Company’s independent registered public accounting firm for the year ending December 31, 2026.

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.


			CCC INTELLIGENT SOLUTIONS HOLDINGS INC.

Date:	May 22, 2026	By:	/s/ Brian Herb
		Name: Title:	Brian Herb Executive Vice President, Chief Financial and Administrative Officer

Source: View Original Filing on SEC EDGAR

FAQ

What did CCC (CCC) stockholders vote on at the 2026 annual meeting?

Stockholders voted on four items: electing three Class II directors, setting the frequency of future say-on-pay votes, approving executive compensation on an advisory basis, and ratifying Deloitte & Touche LLP as independent auditor for the year ending December 31, 2026.

Were CCC (CCC) director nominees elected at the 2026 annual meeting?

Yes. All three Class II director nominees were elected. For example, John Schweitzer received 504,607,363 votes for and 5,800,696 votes withheld, with 28,566,628 broker non-votes reported for the director election proposals disclosed in the meeting results.

How often will CCC (CCC) hold say-on-pay votes going forward?

Stockholders favored an annual say-on-pay vote. The Company decided to hold future advisory votes on executive compensation every year, consistent with the board’s recommendation, until the next required frequency vote, which must occur no later than the 2032 annual meeting of stockholders.

Did CCC (CCC) stockholders approve executive compensation at the 2026 meeting?

Yes. The advisory vote on named executive officer compensation passed with 473,976,132 votes for, 35,671,335 against, and 760,592 abstentions, along with 28,566,628 broker non-votes, indicating stockholder support for the compensation disclosed in the company’s proxy statement.

Who is CCC’s (CCC) independent auditor for the year ending December 31, 2026?

Stockholders ratified Deloitte & Touche LLP as independent registered public accounting firm. The ratification received 515,649,326 votes for, 22,746,006 against, and 579,355 abstentions, with no broker non-votes reported on this proposal in the annual meeting results.

What level of shareholder participation did CCC (CCC) report for its 2026 annual meeting?

The company reported that 538,974,687 shares of common stock were present in person or by proxy, representing 91.87% of the voting power as of the March 27, 2026 record date, confirming a quorum for conducting business at the annual meeting.

Filing Exhibits & Attachments

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