Hasbro (HAS) investors elect full 2026 board, approve pay and KPMG audit

Rhea-AI Filing Summary

Hasbro, Inc. reported the results of its 2026 annual meeting of shareholders. As of the April 13, 2026 record date, 141,521,544 shares of common stock were outstanding, and 124,531,555 shares, about 88%, were represented, indicating strong participation.

Shareholders elected all eleven director nominees to serve until the 2027 annual meeting, each receiving over 106 million votes in favor. They also approved, on an advisory basis, the compensation of the company’s named executive officers.

In addition, shareholders ratified the selection of KPMG LLP as Hasbro’s independent registered public accounting firm for fiscal year 2026, with 118,855,339 votes for, 5,593,843 against, and 82,373 abstentions. No other matters were presented for action.

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 outstanding: 141,521,544 shares Shares represented at meeting: 124,531,555 shares Participation rate: approximately 88% +4 more

7 metrics

Shares outstanding 141,521,544 shares Common stock outstanding as of April 13, 2026 record date

Shares represented at meeting 124,531,555 shares Common stock represented at 2026 annual meeting

Participation rate approximately 88% Portion of record date shares represented at annual meeting

Say-on-pay votes for 107,785,809 votes Advisory approval of named executive officer compensation

Say-on-pay votes against 2,921,857 votes Advisory vote on executive compensation

Auditor ratification votes for 118,855,339 votes Ratification of KPMG LLP for fiscal year 2026

Auditor ratification votes against 5,593,843 votes Opposition to KPMG LLP ratification

Key Terms

Broker Non-Votes, independent registered public accounting firm, Inspector of Election, advisory basis

4 terms

Broker Non-Votes financial

"For | Against | Abstain | Broker Non-Votes Douglas Bowser | 110,610,609"

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

"Shareholders ratified the selection of KPMG LLP as the Company’s 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.

Inspector of Election financial

"final certified results of the voting reported by Computershare Trust Company, N.A., the independent Inspector of Election"

An inspector of election is an independent individual or firm appointed to oversee and verify a company’s shareholder vote, acting like a neutral referee who counts ballots, confirms voter eligibility, and certifies the official results. Investors care because the inspector’s work ensures votes on key issues — such as board members, mergers or executive pay — are tallied fairly and accurately, which protects shareholder rights and preserves confidence in corporate governance.

advisory basis financial

"Shareholders approved, on an advisory basis, the compensation of the Company’s named executive officers"

See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google

Add on Google Not now

Understanding 8-K Material Events →

0000046080false00000460802026-06-112026-06-11

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 11, 2026

Hasbro, Inc.

(Exact name of registrant as specified in its charter)

Rhode Island

1-6682

05-0155090

(State or other jurisdiction of incorporation or organization)

(Commission File Number)

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

1027 Newport Avenue

Pawtucket,

Rhode Island

02861

(Address of Principal Executive Offices)

(Zip Code)

Registrant’s telephone number, including area code:   (401) 431-8697

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(s)			Name of each exchange on which registered
Common Stock, $0.50 par value per share			HAS			The NASDAQ Global Select Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934.

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 11, 2026, Hasbro held its 2026 annual meeting of shareholders (the “Annual Meeting”). As of the record date of April 13, 2026, there were 141,521,544 shares of common stock outstanding and entitled to notice of and to vote at the Annual Meeting. Of the record date shares, 124,531,555 shares of common stock, or approximately 88%, were represented at the Annual Meeting. Set forth below are (i) the matters voted upon at the Annual Meeting, which are more fully described in the Company’s proxy statement filed with the U.S. Securities and Exchange Commission on April 17, 2026 (the “Proxy”), and (ii) the final certified results of the voting reported by Computershare Trust Company, N.A., the independent Inspector of Election for the Annual Meeting (the “Inspector of Election”).

Proposal 1 – Election of Directors

Shareholders elected the Company’s eleven (11) nominees to serve as directors on the Company’s Board of Directors until the 2027 annual meeting of shareholders, and until their successors are duly elected and qualified, or until their earlier death, resignation or removal. The voting results for this proposal were as follows:

Company Nominees						For			Against			Abstain			Broker Non-Votes
Douglas Bowser						110,610,609			169,676			63,677			13,687,593
Hope F. Cochran						109,670,949			1,113,815			59,198			13,687,593
Christian P. Cocks						110,260,600			527,055			56,307			13,687,593
Lisa Gersh						106,915,284			3,862,897			65,781			13,687,593
Frank D. Gibeau						110,231,404			548,952			63,606			13,687,593
Elizabeth Hamren						110,261,731			523,771			58,460			13,687,593
Darin S. Harris						110,262,041			518,907			63,014			13,687,593
Owen Mahoney						110,590,955			189,431			63,576			13,687,593
Laurel J. Richie						106,500,364			4,284,811			58,787			13,687,593
Richard S. Stoddart						108,590,224			2,183,549			70,189			13,687,593
Carla Vernón						110,555,269			230,561			58,132			13,687,593

Proposal 2 – Advisory Vote to Approve the Compensation of the Company’s Named Executive Officers

Shareholders approved, on an advisory basis, the compensation of the Company’s named executive officers, as such compensation is disclosed in the “Compensation Discussion and Analysis” and “Executive Compensation” sections in the Proxy. The voting results for this proposal were as follows:

For						Against						Abstained						Broker Non-Votes
107,785,809						2,921,857						136,296						13,687,593

Proposal 3 – Ratification of the Selection of Independent Registered Public Accounting Firm

Shareholders ratified the selection of KPMG LLP as the Company’s independent registered public accounting firm for the fiscal year 2026. The voting results for this proposal were as follows:

For						Against						Abstained
118,855,339						5,593,843						82,373

No other matters were properly presented for consideration or shareholder action at the Annual Meeting.

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.

						HASBRO, INC.
			By:			/s/ Gina Goetter
			Name:			Gina Goetter
			Title:			Chief Financial Officer and Chief Operating Officer (Duly Authorized Officer and Principal Financial Officer)

Date: June 15, 2026

FAQ

What was the shareholder turnout at Hasbro (HAS) 2026 annual meeting?

Shareholder participation was high, with 124,531,555 Hasbro common shares represented at the 2026 annual meeting. This represents approximately 88% of the 141,521,544 shares outstanding as of the April 13, 2026 record date, indicating a strong voting quorum.

Were all Hasbro (HAS) director nominees elected at the 2026 annual meeting?

Yes, shareholders elected all eleven Hasbro director nominees to serve until the 2027 annual meeting. Each nominee, including Douglas Bowser, Christian P. Cocks, and others, received over 106 million votes in favor, with relatively low votes against or abstentions reported.

How did Hasbro (HAS) shareholders vote on executive compensation in 2026?

Hasbro shareholders approved, on an advisory basis, the compensation of the company’s named executive officers. The say-on-pay proposal received 107,785,809 votes for, 2,921,857 against, and 136,296 abstentions, with 13,687,593 broker non-votes noted in the final certified results.

Did Hasbro (HAS) shareholders ratify KPMG as auditor for fiscal 2026?

Yes, shareholders ratified KPMG LLP as Hasbro’s independent registered public accounting firm for fiscal year 2026. The ratification received 118,855,339 votes for, 5,593,843 votes against, and 82,373 abstentions, confirming continued engagement of KPMG as external auditor.

What key governance decisions were made at Hasbro (HAS) 2026 annual meeting?

Key governance outcomes included election of eleven directors, advisory approval of named executive officer compensation, and ratification of KPMG LLP as independent registered public accounting firm for fiscal 2026. No additional matters were properly presented for shareholder consideration at the meeting.

Who certified the voting results for Hasbro (HAS) 2026 annual meeting?

The final voting results were certified by Computershare Trust Company, N.A. It served as the independent Inspector of Election for Hasbro’s 2026 annual meeting, providing the official tabulation of votes on directors, executive compensation, and auditor ratification.

Filing Exhibits & Attachments

3 documents

Other Documents

• EX-101 XBRL TAXONOMY EXTENSION SCHEMA DOCUMENT 1.7 KB
• EX-101 XBRL TAXONOMY EXTENSION LABEL LINKBASE DOCUMENT 21.4 KB
• EX-101 XBRL TAXONOMY EXTENSION PRESENTATION LINKBASE DOCUMENT 12.2 KB