Huntsman (NYSE: HUN) shareholders back board, pay and Deloitte but reject independent chair plan

Rhea-AI Filing Summary

Huntsman Corporation reported the results of its 2026 Annual Meeting of Stockholders held on April 29, 2026. All nominated directors were re-elected to serve until the 2027 annual meeting, based on strong support from shares present or represented by proxy.

Stockholders approved, on an advisory basis, the compensation of the company’s named executive officers, and ratified the appointment of Deloitte & Touche LLP as independent registered public accounting firm for the fiscal year ending December 31, 2026. A stockholder proposal requesting an independent board chair policy did not receive sufficient votes for approval.

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 entitled to vote: 173,976,139 shares Votes represented at meeting: 152,280,391 votes Say-on-pay support: 114,649,699 for vs. 10,829,747 against +3 more

6 metrics

Shares entitled to vote 173,976,139 shares Common stock outstanding as of March 6, 2026 record date

Votes represented at meeting 152,280,391 votes Shares present in person or by proxy, 87.52% of voting power

Say-on-pay support 114,649,699 for vs. 10,829,747 against Advisory vote on named executive officer compensation

Auditor ratification support 148,926,255 for vs. 3,208,773 against Ratification of Deloitte & Touche LLP for fiscal 2026

Independent chair proposal 32,401,736 for vs. 92,855,029 against Stockholder proposal for independent board chair policy

Typical director vote example 124,096,220 for, 1,417,968 against Director nominee Jan E. Tighe election results

Key Terms

independent registered public accounting firm, advisory basis, independent board chair policy, Annual Meeting of Stockholders

4 terms

independent registered public accounting firm financial

"to ratify the appointment of Deloitte & Touche 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.

advisory basis financial

"The stockholders voted to approve, on an advisory basis, the compensation of the Company’s named executive officers."

independent board chair policy financial

"The stockholders did not approve the stockholder proposal requesting an independent board chair policy."

Annual Meeting of Stockholders financial

"The 2026 Annual Meeting of Stockholders (the “Annual Meeting”) of Huntsman Corporation"

Understanding 8-K Material Events →

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 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): April 29, 2026

Huntsman Corporation

(Exact name of registrant as specified in its charter)

Delaware		001-32427		42-1648585
(State or other jurisdiction		(Commission		(IRS Employer
of incorporation)		File Number)		Identification No.)

10003 Woodloch Forest Drive
The Woodlands, Texas		77380
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code:

(281) 719-6000

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 obligations 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:

Registrant		Title of each class		Trading Symbol		Name of each exchange  on which registered
Huntsman Corporation		Common Stock, par value $0.01 per share		HUN		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.

(a) The 2026 Annual Meeting of Stockholders (the “Annual Meeting”) of Huntsman Corporation (the “Company”) was held on April 29, 2026.

(b) The Company’s stockholders voted on the following four proposals (each described in detail in the Company’s definitive proxy statement filed with the Securities and Exchange Commission on March 16, 2026) at the Annual Meeting.

(c) American Election Services, LLC, the independent inspector of the elections (the “Inspector of Election”) for the Annual Meeting, delivered its final vote tabulation on April 29, 2026 that certified the final voting results for each of the matters that were submitted to a vote at the Annual Meeting. Set forth below are the final voting results as provided by the Inspector of Election.

(d) Each stockholder of record was entitled to one vote per share of common stock on each proposal. On March 6, 2026, the record date for the Annual Meeting (the “Record Date”), there were 173,976,139 shares of common stock outstanding. Present at the Annual Meeting in person or by proxy were holders of shares of common stock representing an aggregate of 152,280,391 votes, or 87.52% of the voting power entitled to vote at the Annual Meeting as of the Record Date, constituting a quorum.

Proposal 1 To elect as directors nine nominees to serve until the 2027 Annual Meeting of Stockholders or her/his earlier resignation, removal or death.

		For				Against				Abstain				BNV
Peter R. Huntsman			122,984,920				2,562,877				84,238				26,648,356
Sonia Dulá			122,434,938				3,073,129				123,968				26,648,356
Cynthia L. Egan			122,827,374				2,675,412				129,249				26,648,356
Curtis E. Espeland			123,928,654				1,577,617				125,764				26,648,356
Daniele Ferrari			123,810,273				1,699,501				122,261				26,648,356
José Muñoz			109,302,255				16,214,105				115,675				26,648,356
Jeanne McGovern			123,789,473				1,705,138				137,424				26,648,356
David B. Sewell			123,919,416				1,598,748				113,871				26,648,356
Jan E. Tighe			124,096,220				1,417,968				117,847				26,648,356

The stockholders voted to re-elect each of the Company’s director nominees to serve until the Company’s 2027 Annual Meeting of Stockholders or her/his earlier resignation, removal or death.

Proposal 2 The advisory vote to approve named executive officer compensation.

For				Against				Abstain				BNV
	114,649,699				10,829,747				152,589				26,648,356

The stockholders voted to approve, on an advisory basis, the compensation of the Company’s named executive officers.

2

Proposal 3 The ratification of the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026.

For				Against				Abstain
	148,926,255				3,208,773				145,363

The stockholders voted to ratify the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the Company’s fiscal year ending December 31, 2026.

Proposal 4 The stockholder proposal requesting an independent board chair policy.

For				Against				Abstain				BNV
	32,401,736				92,855,029				375,270				26,648,356

The stockholders did not approve the stockholder proposal requesting an independent board chair policy.

3

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.

HUNTSMAN CORPORATION

/s/ AMY K. SMEDLEY

Executive Vice President, General Counsel and Secretary

Dated:  May 1, 2026

4

FAQ

What did Huntsman (HUN) stockholders decide at the 2026 annual meeting?

Huntsman stockholders re-elected all director nominees, approved executive compensation on an advisory basis, and ratified Deloitte & Touche LLP as auditor for 2026. A proposal requesting an independent board chair policy did not receive enough support to pass.

How many Huntsman (HUN) shares were eligible to vote at the 2026 meeting?

On the March 6, 2026 record date, 173,976,139 Huntsman common shares were outstanding and entitled to one vote each. This share count determined which stockholders could vote on directors, executive pay, the auditor ratification, and the governance proposal.

What was quorum at Huntsman’s 2026 annual stockholder meeting?

Holders representing 152,280,391 votes, or 87.52% of voting power as of the record date, were present in person or by proxy. This satisfied quorum requirements, allowing all proposals and director elections to be validly considered.

Was Huntsman’s executive compensation approved by stockholders in 2026?

Yes. Stockholders approved, on an advisory basis, compensation for named executive officers with 114,649,699 votes for, 10,829,747 against, and 152,589 abstentions. This advisory vote reflects overall support for the company’s executive pay programs.

Which auditor did Huntsman (HUN) stockholders ratify for fiscal 2026?

Stockholders ratified Deloitte & Touche LLP as Huntsman’s independent registered public accounting firm for the year ending December 31, 2026. The vote was 148,926,255 for, 3,208,773 against, and 145,363 abstentions, indicating strong support for Deloitte’s appointment.

Did Huntsman adopt an independent board chair policy in 2026?

No. A stockholder proposal requesting an independent board chair policy received 32,401,736 votes for, 92,855,029 against, and 375,270 abstentions. Because support was well below opposition, the proposal was not approved and no policy change was adopted.

Filing Exhibits & Attachments

3 documents

Other Documents

• EX-101 XBRL TAXONOMY EXTENSION SCHEMA 2.9 KB
• EX-101 XBRL TAXONOMY EXTENSION LABEL LINKBASE 33.4 KB
• EX-101 XBRL TAXONOMY EXTENSION PRESENTATION LINKBASE 21.8 KB