EMCOR Group (NYSE: EME) investors approve board, pay plan and Ernst & Young

Rhea-AI Filing Summary

EMCOR Group, Inc. reported results from its 2026 Annual Meeting of Stockholders held on June 4, 2026. Stockholders elected nine incumbent directors, each receiving over 34.8 million shares voted in favor, with relatively low opposition and broker non-votes recorded.

Stockholders also approved, on a non-binding advisory basis, the compensation of the company’s named executive officers, with 32,437,835 shares for and 4,870,814 against. In addition, they ratified the appointment of Ernst & Young LLP as independent auditors for 2026, with 36,270,830 shares for and 3,248,493 against.

8-K Event Classification

2 items: 5.07, 9.01

2 items

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.

Key Figures

Highest director "For" votes: 37,162,478 shares Executive pay approval votes: 32,437,835 shares Executive pay opposition votes: 4,870,814 shares +3 more

6 metrics

Highest director "For" votes 37,162,478 shares Shares voted for director nominee Pat Roche at 2026 annual meeting

Executive pay approval votes 32,437,835 shares Shares voted for non-binding advisory resolution on named executive officer compensation

Executive pay opposition votes 4,870,814 shares Shares voted against executive compensation advisory resolution

Auditor ratification "For" votes 36,270,830 shares Shares voted for ratifying Ernst & Young LLP as 2026 independent auditors

Auditor ratification "Against" votes 3,248,493 shares Shares voted against ratifying Ernst & Young LLP as 2026 independent auditors

Broker non-votes on pay proposal 2,175,684 shares Broker non-votes on the non-binding advisory vote on executive compensation

Key Terms

Annual Meeting of Stockholders, non-binding advisory resolution, broker non-votes, independent auditors, +1 more

5 terms

Annual Meeting of Stockholders financial

"On June 4, 2026, at the 2026 Annual Meeting of Stockholders of the Company"

non-binding advisory resolution financial

"To consider a non-binding advisory resolution approving named executive officer compensation"

A non-binding advisory resolution is a shareholder vote that expresses investors’ opinion or recommendation but does not legally force the company to act. Think of it like a public survey: management can ignore it, but a strong vote for or against signals investor sentiment, can sway board behavior or policy decisions, and may influence market perception and future, potentially binding, actions.

broker non-votes financial

"Shares Abstaining | Broker Non-Votes John W. Altmeyer | 34,863,327 ... 2,175,684"

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 auditors financial

"To ratify the appointment of Ernst & Young LLP as the Company’s independent auditors for 2026"

Independent auditors are outside, licensed accountants who examine a company’s books, records and internal controls and issue an objective opinion on whether the financial statements accurately reflect the business’s financial position. Investors treat their report like a neutral inspector’s stamp — it increases trust, makes financial results easier to compare, and alerts readers if there are errors, omissions or other problems that could affect investment decisions.

named executive officer compensation financial

"the compensation of the Company’s named executive officers was approved based upon the following votes"

Pay and benefits disclosed for a company’s top executives identified in regulatory filings, including salary, bonuses, stock awards, option grants, pension contributions and other perks. Think of it as a public paycheck summary for senior managers that shows how they are rewarded and motivated. Investors use it to judge whether executive incentives align with shareholder interests, to assess potential costs and risks, and to evaluate corporate governance.

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Understanding 8-K Material Events →

0000105634false00001056342026-06-042026-06-04

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): June 4, 2026

EMCOR Group, Inc.

(Exact Name of Registrant as Specified in Its Charter)

Delaware

1-8267

11-2125338

(State or Other Jurisdiction of Incorporation)

(Commission File Number)

(I.R.S. Employer Identification No.)

301 Merritt Seven
Norwalk,			Connecticut						06851-1092
(Address of Principal Executive Offices)									(Zip Code)

(203)			849-7800
(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 (see General Instruction A.2. below):

☐			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

EME

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 (17 CFR 230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR 240.12b-2).

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 June 4, 2026, at the 2026 Annual Meeting of Stockholders of the Company, the stockholders of the Company voted on the following three proposals:

1.    To elect nine directors identified in the proxy statement on Schedule 14A related to the 2026 Annual Meeting of Stockholders of the Company to serve until the next Annual Meeting of Stockholders and until their successors are duly elected and qualified;

2.    To consider a non-binding advisory resolution approving named executive officer compensation; and

3.    To ratify the appointment of Ernst & Young LLP as the Company’s independent auditors for 2026.

The final voting results for each proposal were as follows:

Proposal 1. The nominees for director were elected based upon the following votes:

Nominee			Shares For			Shares Against			Shares Abstaining			Broker Non-Votes
John W. Altmeyer			34,863,327			2,478,850			19,372			2,175,684
Amy E. Dahl			36,614,300			730,664			16,585			2,175,684
Anthony J. Guzzi			35,322,997			2,013,981			24,571			2,175,684
Ronald L. Johnson			36,677,647			640,390			43,512			2,175,684
Carol P. Lowe			36,465,538			879,885			16,126			2,175,684
M. Kevin McEvoy			35,765,259			1,578,565			17,725			2,175,684
Pat Roche			37,162,478			181,745			17,326			2,175,684
Steven B. Schwarzwaelder			36,720,643			622,985			17,921			2,175,684
Robin Walker-Lee			36,209,161			1,110,466			41,922			2,175,684

All of the Company’s incumbent directors standing for election were re-elected.

Proposal 2. The proposal for stockholders to approve, on a non-binding advisory basis, the compensation of the Company’s named executive officers was approved based upon the following votes:

			Shares For			32,437,835
			Shares Against			4,870,814
			Shares Abstaining			52,900
			Broker Non-Votes			2,175,684

Proposal 3. The proposal for stockholders to ratify the appointment of Ernst & Young LLP as the Company’s independent auditors for 2026 was approved based upon the following votes:

			Shares For			36,270,830
			Shares Against			3,248,493
			Shares Abstaining			17,910
			There were no broker non-votes on this item.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits
Exhibit Number			Description
104			Cover Page Interactive Data File (embedded within the Inline XBRL document)

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.

			EMCOR Group, Inc.
Date: June 4, 2026			By:			/s/ ANTHONY J. GUZZI
			Name:			Anthony J. Guzzi
			Title:			Chairman, President, and
						Chief Executive Officer

FAQ

What did EMCOR Group (EME) shareholders decide at the 2026 annual meeting?

Shareholders elected nine incumbent directors, approved executive compensation on a non-binding advisory basis, and ratified Ernst & Young LLP as independent auditors for 2026, based on the voting results disclosed in the meeting outcome.

Were EMCOR Group (EME) directors re-elected at the 2026 annual meeting?

Yes. All nine incumbent director nominees were re-elected. Each received at least 34,863,327 shares voted in favor, with comparatively smaller numbers of shares voted against, abstaining, and classified as broker non-votes.

How did EMCOR Group (EME) shareholders vote on executive compensation in 2026?

Shareholders approved the non-binding advisory resolution on named executive officer compensation, with 32,437,835 shares for, 4,870,814 shares against, 52,900 abstentions, and 2,175,684 broker non-votes recorded for this proposal.

Did EMCOR Group (EME) shareholders ratify Ernst & Young as 2026 auditors?

Yes. The ratification of Ernst & Young LLP as independent auditors for 2026 passed with 36,270,830 shares for, 3,248,493 shares against, and 17,910 shares abstaining, with no broker non-votes reported on this item.

What is Proposal 2 in EMCOR Group (EME)’s 2026 annual meeting results?

Proposal 2 was a non-binding advisory vote on compensation for named executive officers. It passed, reflecting 32,437,835 shares in favor, 4,870,814 against, 52,900 abstentions, and 2,175,684 broker non-votes.

What are broker non-votes in EMCOR Group (EME)’s 2026 meeting results?

Broker non-votes are shares held by brokers that were not voted on certain proposals. EMCOR reported 2,175,684 broker non-votes on director elections and the say-on-pay proposal, and none on the auditor ratification.

Filing Exhibits & Attachments

3 documents

Other Documents

• EX-101 XBRL TAXONOMY EXTENSION SCHEMA DOCUMENT 1.8 KB
• EX-101 XBRL TAXONOMY EXTENSION LABEL LINKBASE DOCUMENT 21.4 KB
• EX-101 XBRL TAXONOMY EXTENSION PRESENTATION LINKBASE DOCUMENT 12.3 KB