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Deluxe Corporation (NYSE: DLX) investors approve directors, pay and auditor

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

Rhea-AI Filing Summary

Deluxe Corporation reported the results of its annual shareholders' meeting held on April 23, 2026. A total of 37,762,269 shares were represented, which was 82.6% of the 45,693,817 shares outstanding and entitled to vote.

Shareholders elected nine directors to serve until the 2027 annual meeting, with each nominee receiving a strong majority of votes cast. They also approved, on a non-binding advisory basis, the compensation of the named executive officers.

Shareholders approved Amendment No. 3 to the Deluxe Corporation 2022 Stock Incentive Plan and ratified the appointment of PricewaterhouseCoopers LLP as the independent registered public accounting firm for the fiscal year ending December 31, 2026.

Positive

  • None.

Negative

  • None.
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.
Shares represented 37,762,269 shares At annual meeting; 82.6% of shares entitled to vote
Shares outstanding entitled to vote 45,693,817 shares Shares outstanding and entitled to vote at meeting
Say-on-pay support 32,658,672 for vs. 1,070,976 against Advisory vote on executive compensation
Stock plan amendment approval 32,029,546 for vs. 1,715,185 against Approval of Amendment No. 3 to 2022 Stock Incentive Plan
Auditor ratification votes 36,667,014 for vs. 970,096 against Ratification of PricewaterhouseCoopers LLP for FY ending Dec 31, 2026
Example director vote 33,546,712 for, 300,193 withheld Vote for director nominee Angela L. Brown
broker non-vote financial
"For | Withheld | Broker non-vote Angela L. Brown | 33,546,712 | 300,193 | 3,915,364"
non-binding resolution financial
"(2) A non-binding resolution to approve the compensation of the named executive officers"
2022 Stock Incentive Plan financial
"(3) Approval of Amendment No. 3 to the Deluxe Corporation 2022 Stock Incentive Plan"
independent registered public accounting firm financial
"Ratification of the appointment of PricewaterhouseCoopers LLP as the 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.
Inline XBRL technical
"Cover page interactive data file (formatted as Inline XBRL and contained in Exhibit 101)"
Inline XBRL is a file format for financial filings that embeds machine-readable data tags directly inside the human-readable report, so the same document can be read by people and parsed by software. For investors it makes extracting, comparing and verifying financial numbers faster and more reliable—like a grocery list where each item also has a barcode—reducing manual errors and speeding up analysis.
0000027996false00000279962026-04-232026-04-23


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): April 23, 2026


DELUXE CORPORATION
(Exact name of registrant as specified in its charter)

MN1-794541-0216800
(State or other jurisdiction(Commission(I.R.S. Employer
of incorporation)File Number)Identification No.)

801 S. Marquette Ave., Minneapolis, MN
55402-2807
(Address of principal executive offices)(Zip Code)

(651) 483-7111
Registrant's telephone number, including area code



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 communication 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 classTrading symbol(s)Name of each exchange on which registered
Common stock, par value $1.00 per shareDLXNYSE

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.



Section 5 - Corporate Governance and Management

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

The Company held its annual shareholders' meeting on April 23, 2026. 37,762,269 shares were represented (82.6% of the 45,693,817 shares outstanding and entitled to vote at the meeting). Four items were considered at the meeting, and the results of the voting were as follows:

(1) Election of Directors:

Shareholders were asked to elect nine directors to hold office until the 2027 annual meeting of shareholders. The nominees for director and the results of the voting were as follows:

ForWithheldBroker non-vote
Angela L. Brown33,546,712 300,193 3,915,364 
Michelle T. Collins33,707,691 139,214 3,915,364 
Hugh S. Cummins III33,711,612 135,293 3,915,364 
Paul R. Garcia32,958,101 888,804 3,915,364 
Barry C. McCarthy33,126,697 720,208 3,915,364 
Thomas J. Reddin32,097,310 1,749,595 3,915,364 
Morgan M. Schuessler, Jr.33,549,704 297,201 3,915,364 
John L. Stauch32,972,908 873,997 3,915,364 
Telisa L. Yancy33,706,728 140,177 3,915,364 

(2) A non-binding resolution to approve the compensation of the named executive officers, as described in the proxy statement filed in connection with the annual meeting:

For32,658,672 
Against1,070,976 
Abstain117,257 
Broker non-vote3,915,364 

(3) Approval of Amendment No. 3 to the Deluxe Corporation 2022 Stock Incentive Plan:

For32,029,546 
Against1,715,185 
Abstain102,174 
Broker non-vote3,915,364 

(4) Ratification of the appointment of PricewaterhouseCoopers LLP as the independent registered public accounting firm for the fiscal year ending December 31, 2026:

For36,667,014 
Against970,096 
Abstain125,159 

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Section 9 - Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.
Exhibit
Number
Description
101.INSXBRL Instance Document – the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document
101.SCHXBRL Taxonomy Extension Schema Document
101.LABXBRL Taxonomy Extension Label Linkbase Document
101.PREXBRL Taxonomy Extension Presentation Linkbase Document
104Cover page interactive data file (formatted as Inline XBRL and contained in Exhibit 101)

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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.

Date: April 24, 2026

DELUXE CORPORATION
/s/ Jeffrey L. Cotter
Jeffrey L. Cotter
Senior Vice President, Chief
Administrative Officer and
General Counsel

4

FAQ

What did Deluxe Corporation (DLX) shareholders vote on at the 2026 annual meeting?

Shareholders voted on electing nine directors, approving executive compensation on a non-binding advisory basis, approving Amendment No. 3 to the 2022 Stock Incentive Plan, and ratifying PricewaterhouseCoopers LLP as independent auditor for the fiscal year ending December 31, 2026.

How many Deluxe Corporation (DLX) shares were represented at the 2026 annual meeting?

A total of 37,762,269 shares were represented at the meeting, equal to 82.6% of the 45,693,817 shares outstanding and entitled to vote. This indicates a relatively high level of shareholder participation in the corporate governance process.

Were all Deluxe Corporation (DLX) director nominees elected in 2026?

Yes. All nine director nominees received a majority of votes cast. For example, Angela L. Brown received 33,546,712 votes for and 300,193 withheld, with 3,915,364 broker non-votes, and similar strong support was recorded for the other nominees listed in the meeting results.

Did Deluxe Corporation (DLX) shareholders approve executive compensation in 2026?

Yes. In the advisory vote on named executive officer compensation, 32,658,672 shares voted for, 1,070,976 against, and 117,257 abstained, with 3,915,364 broker non-votes. This outcome reflects shareholder support for the company’s disclosed pay practices.

What happened with Deluxe Corporation’s 2022 Stock Incentive Plan at the 2026 meeting?

Shareholders approved Amendment No. 3 to the Deluxe Corporation 2022 Stock Incentive Plan. The vote totals were 32,029,546 shares for, 1,715,185 against, and 102,174 abstaining, with 3,915,364 broker non-votes, indicating broad shareholder backing for the amended equity plan.

Which audit firm did Deluxe Corporation (DLX) shareholders ratify for 2026?

Shareholders ratified PricewaterhouseCoopers LLP as the independent registered public accounting firm for the fiscal year ending December 31, 2026. The ratification received 36,667,014 votes for, 970,096 against, and 125,159 abstentions, showing strong support for the company’s chosen auditor.

Filing Exhibits & Attachments

3 documents