Equifax shareholders back pay, auditor and 25% threshold

Equifax Inc. reported the results of its 2026 Annual Meeting of Shareholders.

Rhea-AI Filing Summary

Equifax Inc. reported the results of its 2026 Annual Meeting of Shareholders. A total of 112,862,429 shares were represented in person or by proxy. Shareholders elected ten directors, each receiving over 99.8 million shares voted in favor and facing several million shares voted against or abstaining.

Shareholders approved, on a non-binding advisory basis, compensation for named executive officers with 90,426,432 shares for and 16,817,915 against. They also ratified Ernst & Young LLP as independent registered public accounting firm for fiscal year 2026, with 107,056,475 shares for and 5,741,059 against.

On governance matters, shareholders supported, on a non-binding advisory basis, amending the Bylaws to allow holders of at least 25% of outstanding common stock to request a special meeting, with 98,693,741 shares for. A separate shareholder proposal to reduce this threshold to 10% was not approved, receiving 38,908,801 shares for and 68,336,404 against.

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: 112,862,429 shares Say-on-pay support: 90,426,432 shares for Say-on-pay opposition: 16,817,915 shares against +4 more

7 metrics

Shares represented 112,862,429 shares Shares represented at 2026 Annual Meeting

Say-on-pay support 90,426,432 shares for Advisory vote on named executive officer compensation

Say-on-pay opposition 16,817,915 shares against Advisory vote on named executive officer compensation

Auditor ratification support 107,056,475 shares for Ratification of Ernst & Young LLP for fiscal 2026

25% threshold proposal support 98,693,741 shares for Advisory vote to allow 25% holders to request special meeting

10% threshold proposal opposition 68,336,404 shares against Shareholder proposal for 10% special-meeting ownership threshold

Broker non-votes on directors 5,351,539 shares Broker non-votes for each director nominee

Key Terms

broker non-votes, independent registered public accounting firm, non-binding, advisory basis, Amended and Restated Bylaws, +1 more

5 terms

broker non-votes financial

"There were 5,351,539 broker non-votes with respect to each director nominee"

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 appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for fiscal year 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.

non-binding, advisory basis financial

"Shareholders approved, on a non-binding, advisory basis, the compensation paid to the Company’s named executive officers"

A non-binding, advisory basis means a recommendation or decision that carries no legal force and does not obligate the parties to act; it’s similar to a friendly suggestion rather than a signed promise. For investors, this matters because such guidance can influence market expectations and management plans but offers no guarantee of follow-through, so investors should treat it as informative input rather than a firm commitment.

Amended and Restated Bylaws financial

"a proposal to amend the Company’s Amended and Restated Bylaws to provide shareholders owning at least 25% of the Company’s outstanding common stock"

A company’s amended and restated bylaws are its internal rulebook rewritten to include all changes in one updated document, replacing the old bylaws. For investors, this matters because the bylaws set how the board, shareholders and officers make decisions, hold votes and handle disputes; a new consolidated version can change voting rights, control mechanisms or procedures that affect corporate governance and the value or risk of an investment.

special meeting of shareholders financial

"with the right to request a special meeting of shareholders"

FAQ

What did Equifax Inc. (EFX) shareholders vote on at the 2026 annual meeting?

Shareholders elected ten directors, approved executive compensation on an advisory basis, ratified Ernst & Young LLP as auditor for 2026, and considered two advisory proposals about the ownership threshold required to request a special shareholders meeting.

How many Equifax (EFX) shares were represented at the 2026 annual meeting?

A total of 112,862,429 shares were represented in person or by valid proxy. This level of representation indicates broad shareholder participation in electing directors and deciding on compensation, auditor ratification, and special meeting ownership threshold proposals.

Did Equifax (EFX) shareholders approve executive compensation in 2026?

Yes, shareholders approved named executive officer compensation on a non-binding, advisory basis. The vote totaled 90,426,432 shares for, 16,817,915 against, with 266,543 abstentions and 5,351,539 broker non-votes, indicating overall support for the pay program.

Which auditor did Equifax (EFX) shareholders ratify for fiscal 2026?

Shareholders ratified Ernst & Young LLP as the independent registered public accounting firm for fiscal year 2026. The vote was 107,056,475 shares for, 5,741,059 against, and 64,895 abstentions, reflecting strong support for continuing with the same auditor.

What special meeting ownership threshold did Equifax (EFX) shareholders support?

Shareholders supported, on a non-binding advisory basis, a bylaw amendment allowing holders of at least 25% of outstanding common stock to request a special meeting, with 98,693,741 shares for and 7,166,821 against, while a separate 10% threshold proposal was not approved.

Was the proposal to allow Equifax (EFX) shareholders with 10% ownership to call a special meeting approved?

No, the shareholder proposal for a 10% ownership threshold to request a special meeting was not approved. It received 38,908,801 shares for, 68,336,404 against, 265,685 abstentions, and 5,351,539 broker non-votes, showing clear opposition.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 05/12/2026 - 09:52 PM Learn about SEC filing dates

EQUIFAX INC false 0000033185 0000033185 2026-05-07 2026-05-07

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 7, 2026

EQUIFAX INC.

(Exact Name of Registrant as Specified in Charter)

Georgia		001-06605		58-0401110
(State or Other Jurisdiction of Incorporation)		(Commission File Number)		(IRS Employer Identification No.)

1550 Peachtree Street, N.W. Atlanta, Georgia		30309
(Address of Principal Executive Offices)		(Zip Code)

Registrant’s telephone number, including area code: (404) 885-8000

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:

☐ 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		Name of each exchange on which registered
Common stock, $1.25 par value per share		EFX		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 5.07 Submission of Matters to a Vote of Security Holders.

On May 7, 2026, the Company held its 2026 Annual Meeting of Shareholders (the “Annual Meeting”). A total of 112,862,429 shares were represented in person or by valid proxy at the Annual Meeting and the Company’s shareholders took the following actions:

1. Election of Directors. Shareholders elected ten directors to serve until the next annual meeting of shareholders and until their successors are elected and qualified. The vote totals for each of these individuals is set forth below:

Director		Shares For				Shares Against				Shares Abstained
Mark W. Begor			105,206,414				2,250,062				54,414
Mark L. Feidler			100,219,021				7,236,445				55,424
Karen L. Fichuk			105,863,671				1,585,816				61,403
G. Thomas Hough			103,828,010				3,628,439				54,441
Barbara A. Larson			105,879,543				1,567,857				63,490
Robert D. Marcus			99,907,592				7,548,239				55,059
Scott A. McGregor			105,480,077				1,968,773				62,040
John A. McKinley			103,005,010				4,441,939				63,941
Melissa D. Smith			103,060,667				4,338,108				112,115
Audrey Boone Tillman			104,520,079				2,876,977				113,834

There were 5,351,539 broker non-votes with respect to each director nominee listed above.

2. Advisory Vote to Approve Named Executive Officer Compensation. Shareholders approved, on a non-binding, advisory basis, the compensation paid to the Company’s named executive officers. The vote totals were 90,426,432 shares for, 16,817,915 shares against, 266,543 share abstentions and 5,351,539 broker non-votes.

3. Ratification of Appointment of Independent Registered Public Accounting Firm. Shareholders ratified the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for fiscal year 2026. The vote totals were 107,056,475 shares for, 5,741,059 shares against and 64,895 share abstentions.

4. Advisory Vote to Lower Ownership Threshold to Call a Special Meeting of Shareholders to 25%. Shareholders approved, on a non-binding, advisory basis, a proposal to amend the Company’s Amended and Restated Bylaws (the “Bylaws”) to provide shareholders owning at least 25% of the Company’s outstanding common stock with the right to request a special meeting of shareholders. The vote totals were 98,693,741 shares for, 7,166,821 shares against, 1,650,328 share abstentions and 5,351,539 broker non-votes.

5. Shareholder Proposal to Lower Ownership Threshold to Call a Special Meeting of Shareholders to 10%. A shareholder proposal to amend the Company’s Bylaws to provide shareholders owning at least 10% of the Company’s outstanding common stock with the right to request a special meeting of shareholders was not approved. The vote totals were 38,908,801 shares for, 68,336,404 shares against, 265,685 share abstentions and 5,351,539 broker non-votes.

SIGNATURE

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.

EQUIFAX INC.
By:		/s/ Julia A. Houston
Name:		Julia A. Houston
Title:		Executive Vice President and Chief Legal Officer
Date:		May 12, 2026

Filing Exhibits & Attachments

3 documents

Other Documents

• EX-101 XBRL TAXONOMY EXTENSION SCHEMA 3.1 KB
• EX-101 XBRL TAXONOMY EXTENSION LABEL LINKBASE 17.6 KB
• EX-101 XBRL TAXONOMY EXTENSION PRESENTATION LINKBASE 11.0 KB