Did the shareholder proposal on defense-related products pass at GE (GE)?

No. The shareholder proposal requesting a report on defense-related products received 64,780,529 votes for, 712,594,807 against, and 7,629,407 abstentions, with 107,761,682 broker non-votes. Because it lacked majority support, the proposal was not approved by shareholders at the meeting.

GE (NYSE: GE) investors approve pay, stock plans, reject defense report

Filing Impact

(Moderate)

Filing Sentiment

(Neutral)

Form Type

8-K

Rhea-AI Filing Summary

General Electric Company, operating as GE Aerospace, reported results from its May 5, 2026 annual shareholders meeting. Shareholders elected all director nominees and approved the advisory "Say on Pay" vote on executive compensation.

They also approved an amended 2022 Long-Term Incentive Plan, now reserving 50 million shares (plus shares subject to outstanding awards) and extending the plan’s term to May 5, 2036. In addition, shareholders approved the GE Aerospace Global Employee Stock Purchase Plan and ratified Deloitte & Touche LLP as independent auditor for 2026.

A shareholder proposal requesting a report on defense-related products did not receive sufficient support and was not approved.

8-K Event Classification

2 items: 5.02, 5.07

2 items

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers Governance

Key personnel changes including departures, elections, or appointments of directors and executive officers.

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

Say on Pay votes for: 753,387,208 votes Amended LTIP share reserve: 50,000,000 shares LTIP term end date: May 5, 2036 +3 more

6 metrics

Say on Pay votes for 753,387,208 votes Advisory vote on executive compensation at May 5, 2026 annual meeting

Amended LTIP share reserve 50,000,000 shares Shares reserved for issuance under amended 2022 Long-Term Incentive Plan

LTIP term end date May 5, 2036 Extended term of the amended 2022 Long-Term Incentive Plan

Auditor ratification votes for 890,062,125 votes Ratification of Deloitte & Touche LLP as 2026 independent auditor

Defense-report proposal votes against 712,594,807 votes Shareholder proposal requesting report on defense-related products

Example director support 782,039,980 for Votes for director nominee Wesley Bush election

Key Terms

Say on Pay, Long-Term Incentive Plan, GE Aerospace Global Employee Stock Purchase Plan, Broker Non-Votes, +2 more

6 terms

Say on Pay financial

"approved the advisory vote on the Company's named executives' compensation ("Say on Pay")"

Say on pay is a shareholder vote—typically nonbinding—on a company’s executive compensation package, allowing investors to approve or reject how top managers are paid. Think of it as a public performance review: widespread disapproval can signal poor governance, prompt changes to pay practices, attract activist investors, and influence investor confidence and share value. It matters because it gives owners a direct way to influence compensation that affects company incentives and long-term performance.

Long-Term Incentive Plan financial

"approved the Amendment and Restatement of the 2022 Long-Term Incentive Plan ("Amended LTIP")"

A long-term incentive plan is a company program that pays executives or employees with stock, options, or cash tied to multi-year performance goals, where the rewards become theirs only after meeting conditions over time. Think of it as a delayed bonus or retirement-style reward that aligns employees’ interests with shareholders by encouraging them to boost long-term value; investors watch these plans because they affect pay costs, share dilution and management incentives.

GE Aerospace Global Employee Stock Purchase Plan financial

"approved the GE Aerospace Global Employee Stock Purchase Plan ("ESPP")"

Broker Non-Votes financial

"For | Against | Abstain | 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.

independent auditor financial

"ratified the appointment of Deloitte & Touche LLP as the Company's independent auditor for 2026"

An independent auditor is an outside, qualified accounting professional or firm that examines a company's financial records and controls to determine whether its financial statements are accurate and prepared according to accepted accounting rules. Like a neutral referee or home inspector, the auditor issues a report that gives investors confidence (or raises red flags) about the reliability of the numbers, which affects assessments of risk, valuation and investment decisions.

Understanding 8-K Material Events →

05/07/2026 - 04:15 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 5, 2026

General Electric Company

(Exact name of registrant as specified in its charter)

New York

001-00035

14-0689340

(State or other jurisdiction
of incorporation)

(Commission
File Number)

(IRS Employer
Identification No.)

1 Neumann Way,

Evendale,

45215

(Address of principal executive offices)

(Zip Code)

(Registrant’s telephone number, including area code) (513) 243-2000

_______________________________________________

(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 (see General Instructions 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(s)	Name of each exchange on which registered
Common stock, par value $0.01 per share	GE	New York Stock Exchange
1.875% Notes due 2027	GE 27E	New York Stock Exchange
1.500% Notes due 2029	GE 29	New York Stock Exchange
7 1/2% Guaranteed Subordinated Notes due 2035	GE /35	New York Stock Exchange
2.125% Notes due 2037	GE 37	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 pursuant to Section 13(a) of the Exchange Act.			☐

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

(a) General Electric Company, operating as GE Aerospace (the "Company"), held its annual shareholders meeting on May 5, 2026 (the "Annual Meeting").

(b) At the Annual Meeting, shareholders elected all of the Company's nominees for director; approved the advisory vote on the Company's named executives' compensation ("Say on Pay"); approved the Amendment and Restatement of the 2022 Long-Term Incentive Plan ("Amended LTIP"); approved the GE Aerospace Global Employee Stock Purchase Plan ("ESPP"); and ratified the appointment of Deloitte & Touche LLP as the Company's independent auditor for 2026 ("Auditor Ratification"). Shareholders did not approve the shareholder proposal requesting a report on defense-related products.

Election of Directors


		For	Against	Abstain	Broker Non-Votes
1.	Sébastien Bazin	764,954,244	19,029,987	1,020,512	107,761,682
2.	Margaret Billson	771,414,168	11,812,237	1,778,338	107,761,682
3.	Wesley Bush	782,039,980	1,994,719	970,044	107,761,682
4.	H. Lawrence Culp, Jr.	758,310,993	25,814,583	879,167	107,761,682
5.	Thomas Enders	779,458,155	4,548,285	998,303	107,761,682
6.	Isabella Goren	781,480,869	2,593,640	930,234	107,761,682
7.	Thomas Horton	751,346,247	32,645,104	1,013,392	107,761,682
8.	Catherine Lesjak	778,432,780	5,626,182	945,781	107,761,682
9.	Darren McDew	770,667,642	12,484,116	1,852,985	107,761,682

Management Proposals


		For	Against	Abstain	Broker Non-Votes
1.	Say on Pay	753,387,208	27,686,972	3,930,563	107,761,682
2.	Amended LTIP	769,512,170	12,726,666	2,765,907	107,761,682
3.	ESPP	781,362,261	2,240,137	1,402,345	107,761,682
4.	Auditor Ratification	890,062,125	1,546,602	1,157,698	0

Shareholder Proposal


		For	Against	Abstain	Broker Non-Votes
1.	Requesting Report on Defense-Related Products	64,780,529	712,594,807	7,629,407	107,761,682

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

At the Annual Meeting, shareholders approved the Amended LTIP to decrease the number of shares reserved for issuance to 50 million (plus shares subject to outstanding awards thereunder) and extend the term to May 5, 2036. The material terms of the Amended LTIP are summarized on pages 56 through 59 of the Company's proxy statement filed with the Securities and Exchange Commission on March 12, 2026 ("Proxy Statement"), which description is qualified in its entirety by reference to the actual terms of the Amended LTIP set forth in Appendix A to the Proxy Statement.

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.


						General Electric Company
						(Registrant)

Date: May 7, 2026						/s/ Brandon Smith
						Brandon Smith Vice President, Chief Corporate, Securities & Finance Counsel

Source: View Original Filing on SEC EDGAR

FAQ

What did GE (GE) shareholders approve at the May 2026 annual meeting?

Shareholders approved all director nominees, the advisory Say on Pay vote, the amended 2022 Long-Term Incentive Plan, the GE Aerospace Global Employee Stock Purchase Plan, and ratified Deloitte & Touche LLP as independent auditor for 2026, confirming support for the company’s governance and compensation framework.

How did GE (GE) shareholders vote on the Say on Pay proposal?

Shareholders approved GE’s Say on Pay proposal with 753,387,208 votes for, 27,686,972 against, and 3,930,563 abstentions, plus 107,761,682 broker non-votes. This advisory result indicates broad shareholder support for the company’s named executive officer compensation program in the latest cycle.

What changes were made to GE’s 2022 Long-Term Incentive Plan (LTIP)?

Shareholders approved an amended LTIP that decreases shares reserved for issuance to 50 million, plus shares subject to outstanding awards, and extends its term to May 5, 2036. The detailed plan terms are described in GE’s March 12, 2026 proxy statement and Appendix A.

Was GE’s employee stock purchase plan approved by shareholders?

Yes. GE shareholders approved the GE Aerospace Global Employee Stock Purchase Plan with 781,362,261 votes for, 2,240,137 against, and 1,402,345 abstentions, along with 107,761,682 broker non-votes. This plan enables eligible employees to buy company stock under the approved program’s terms.

How strong was support for GE’s 2026 auditor ratification?

Support for auditor ratification was very high. Shareholders cast 890,062,125 votes for ratifying Deloitte & Touche LLP as GE’s independent auditor for 2026, with 1,546,602 votes against and 1,157,698 abstentions. There were no broker non-votes recorded on this auditor ratification item.

Filing Exhibits & Attachments

4 documents