Expand Energy holders back board, pay and auditor
Expand Energy Corporation reported the results of its 2026 annual shareholder meeting held on June 4, 2026.
Accepted by SEC EDGAR
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Sentiment and the balance of points
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Form Type
8-K
Rhea-AI Filing Summary
Expand Energy Corporation reported the results of its 2026 annual shareholder meeting held on June 4, 2026. Shareholders elected all nine director nominees, each receiving strong support with votes for ranging from about 166 million to over 183 million, alongside broker non-votes of 20,458,167 on each director item.
Shareholders also approved, on a non-binding advisory basis, the compensation of the company’s named executive officers for 2025, with 178,548,194 votes for, 5,243,424 against and 204,268 abstentions, plus 20,458,167 broker non-votes. In addition, they ratified the appointment of PricewaterhouseCoopers LLP as independent registered public accounting firm for 2026, with 192,751,958 votes for, 11,582,447 against and 119,648 abstentions.
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
Director votes – highest support: 183,532,478 votes for
Director votes – lowest support: 166,148,191 votes for
Say-on-pay for votes: 178,548,194 votes for
+4 more
7 metrics
Director votes – highest support
183,532,478 votes for
Benjamin C. Duster, IV director election
Director votes – lowest support
166,148,191 votes for
Matthew M. Gallagher director election
Say-on-pay for votes
178,548,194 votes for
2025 named executive officer compensation advisory vote
Say-on-pay against votes
5,243,424 votes against
2025 named executive officer compensation advisory vote
Auditor ratification for votes
192,751,958 votes for
Ratification of PwC as 2026 independent auditor
Auditor ratification against votes
11,582,447 votes against
Ratification of PwC as 2026 independent auditor
Broker non-votes on governance items
20,458,167 broker non-votes
Each director election and say-on-pay proposal
Key Terms
Annual Meeting of Shareholders, non-binding advisory basis, broker non-votes, independent registered public accounting firm, +1 more
5 terms
non-binding advisory basis regulatory
"Shareholders approved, on a non-binding advisory basis, the compensation of the Company’s named executive officers"
A non-binding advisory basis is guidance or a recommendation offered for informational purposes that does not create legal obligations or guarantees; recipients can accept, modify, or ignore it without contractual consequences. Investors should treat it like a weather forecast for planning—useful for forming expectations and assessing risk, but not a firm promise—so they should verify assumptions, seek confirming information, and avoid relying on it as the sole basis for investment decisions.
broker non-votes regulatory
"Broker Non-Votes 178,548,194 | 5,243,424 | 204,268 | 20,458,167"
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 regulatory
"PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for 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.
ratification of appointment regulatory
"Ratification of Appointment of PwC as Independent Auditor for 2026."
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
Were all Expand Energy (EXE) director nominees elected in 2026?
Yes, all nine director nominees were elected. Each nominee received significantly more votes for than against, with for-votes ranging from 166,148,191 to 183,532,478 and consistent broker non-votes of 20,458,167, indicating strong shareholder backing for the existing board slate.
What were the broker non-votes at the Expand Energy (EXE) 2026 meeting?
Broker non-votes totaled 20,458,167 on the director elections and the advisory vote on executive compensation. There were no broker non-votes on the auditor ratification proposal, meaning brokers were permitted to vote uninstructed shares on that specific item.
AI-generated analysis. How Rhea-AI works. Not financial advice.
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
| (Exact name of registrant as specified in its Charter) | |||||||||||||||||||||||
| (State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) | |||||||||||||||||||||
| (Address of principal executive offices) | (Zip Code) | ||||||||||||||||||||||
| (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 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 | ||||||||||||
| 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.
Expand Energy Corporation (the "Company") held its 2026 Annual Meeting of Shareholders (the "Annual Meeting") on June 4, 2026. The final voting results for the three proposals voted on at the Annual Meeting are disclosed below.
1. Election of Directors. Shareholders elected each of the 9 directors nominated by the Company’s Board of Directors and listed below to serve as a director of the Company until the next annual meeting of shareholders or until his or her successor is duly elected and qualified.
| Director Nominee | Votes For | Votes Against | Abstentions | Broker Non-Votes | |||||||||||||||||||||||||
| Timothy S. Duncan | 182,032,950 | 1,852,237 | 110,699 | 20,458,167 | |||||||||||||||||||||||||
| Benjamin C. Duster, IV | 183,532,478 | 354,559 | 108,849 | 20,458,167 | |||||||||||||||||||||||||
| Sarah A. Emerson | 183,111,038 | 772,273 | 112,575 | 20,458,167 | |||||||||||||||||||||||||
| Matthew M. Gallagher | 166,148,191 | 17,736,193 | 111,502 | 20,458,167 | |||||||||||||||||||||||||
| S.P. “Chip” Johnson, IV | 182,021,392 | 1,862,391 | 112,103 | 20,458,167 | |||||||||||||||||||||||||
| Catherine A. Kehr | 182,726,813 | 1,155,084 | 113,989 | 20,458,167 | |||||||||||||||||||||||||
| Shameek Konar | 183,400,504 | 481,469 | 113,913 | 20,458,167 | |||||||||||||||||||||||||
| Brian Steck | 181,913,924 | 1,971,062 | 110,900 | 20,458,167 | |||||||||||||||||||||||||
| Michael A. Wichterich | 180,576,996 | 3,294,869 | 124,021 | 20,458,167 | |||||||||||||||||||||||||
2. Advisory Vote to Approve Named Executive Officer Compensation. Shareholders approved, on a non-binding advisory basis, the compensation of the Company’s named executive officers for 2025.
| Votes For | Votes Against | Abstentions | Broker Non-Votes | |||||||||||||||||||||||
| 178,548,194 | 5,243,424 | 204,268 | 20,458,167 | |||||||||||||||||||||||
3. Ratification of Appointment of PwC as Independent Auditor for 2026. Shareholders approved the proposal to ratify the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for 2026.
| Votes For | Votes Against | Abstentions | Broker Non-Votes | |||||||||||||||||||||||
| 192,751,958 | 11,582,447 | 119,648 | — | |||||||||||||||||||||||
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.
| EXPAND ENERGY CORPORATION | |||||
| By: | /s/ CHRIS LACY | ||||
| Chris Lacy | |||||
| Executive Vice President, General Counsel and Corporate Secretary | |||||
Date: June 4, 2026