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Huron Consulting Group (NASDAQ: HURN) appoints Shoshana Vernick to board

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Huron Consulting Group Inc. elected Shoshana M. Vernick to its Board of Directors, effective June 19, 2026, to serve until the 2027 Annual Meeting of Stockholders. She will sit on the Compensation, Finance and Capital Allocation, and Technology and Information Security committees.

As a non-employee director, Ms. Vernick’s compensation follows Huron’s standard program: an annual cash retainer of $80,000 plus retainers of $10,000, $7,500 and $7,500 for the three committees, and an annual restricted stock grant valued at $180,000. Because she joined within six months of the annual meeting, her initial cash retainer and restricted stock award will be prorated, with half the annual restricted stock grant awarded on July 1, 2026 and vesting one year later.

Positive

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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.
Effective board appointment date June 19, 2026 Date Shoshana Vernick was elected director
Annual cash retainer $80,000 Standard non-employee director cash retainer
Committee retainers $10,000, $7,500, $7,500 Annual retainers for Compensation, Finance and Capital Allocation, and Technology and Information Security committees
Annual restricted stock grant value $180,000 Non-employee director annual equity grant before proration
Initial prorated grant date July 1, 2026 Date half-sized restricted stock grant will be made
Vesting period 1 year Prorated restricted stock vests on first anniversary of July 1, 2026 grant
non-employee director compensation financial
"As a director of Huron, Ms. Vernick will receive compensation in accordance with the Company’s non-employee director compensation practices"
restricted stock financial
"an annual grant of restricted stock on the date of the Company’s annual meeting with a value of $180,000"
Shares granted to an individual that carry limits on transfer or sale until certain conditions are met, such as staying with the company for a set time or hitting performance targets. Think of them as a locked gift that gradually opens; for investors they matter because they affect how many shares may enter the market later, signal management incentives and potential dilution, and reveal confidence in future company performance.
Annual Meeting of Stockholders regulatory
"to serve until the 2027 Annual Meeting of Stockholders of Huron"
Regulation S-K regulatory
"no direct or indirect material interest in any transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K"
A set of U.S. Securities and Exchange Commission rules that tell public companies which narrative and qualitative details must be disclosed in filings, such as risk factors, management discussion, executive pay, legal proceedings and business description. Think of it as a standardized checklist or blueprint that ensures investors get the same types of background information from every company so they can compare risks, management quality and strategy before making investment decisions.
private equity firm financial
"co-founder and managing partner of Avathon Capital, a private equity firm founded in 2016"
An investment firm that raises money from wealthy individuals and institutions to buy and take control of companies, improve their operations or finances, and later sell them for a profit. Think of it like a team of home renovators that buys a house, fixes it up, and resells it; for investors, private equity firms can change company strategy, affect stock valuations, provide buyout offers, or create exit opportunities for shareholders.
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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
June 19, 2026
Date of Report (Date of earliest event reported)
_____________________
Huron Consulting Group Inc.
(Exact name of registrant as specified in its charter)
Delaware000-5097601-0666114
(State or other jurisdiction(Commission(IRS Employer
of incorporation)File Number)Identification Number)
550 West Van Buren Street
Chicago, Illinois
60607
(Address of principal executive offices)
(Zip Code)
(312) 583-8700
(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 classTrading SymbolName of each exchange on which registered
Common Stock, par value $0.01 per shareHURNNasdaq 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 (§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 5.02.    Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On and effective June 19, 2026, the Board of Directors (the “Board”) of Huron Consulting Group Inc. (“Huron” or the “Company”) elected Shoshana M. Vernick as a director of Huron, to serve until the 2027 Annual Meeting of Stockholders of Huron (the “2027 Annual Meeting”). Ms. Vernick has been appointed to the Company’s Compensation Committee, Finance and Capital Allocation Committee and Technology and Information Security Committee, effective June 19, 2026. Ms. Vernick will stand for re-election at the 2027 Annual Meeting.
Ms. Vernick is co-founder and managing partner of Avathon Capital, a private equity firm founded in 2016 to make investments across the education and knowledge services sector. In her role, she drives the firm’s value creation strategy with a focus on organic and inorganic growth, innovation and technology-enablement and organizational design. Previously, from 2003 to 2016, Ms. Vernick was a managing director at Sterling Partners, a private equity firm investing across education, healthcare and business services. Ms. Vernick served as an independent trustee of Flowstone Opportunity Fund and was a member of its audit committee. Ms. Vernick serves as a board member for the Avathon Capital portfolio companies Academic Programs International, ReUp Education, Shorelight, Edvance, Summit Professional Education and OculusIT. Ms. Vernick is Vice Chair of the Illinois Venture Capital Association (IVCA), a founding Board member of the IVCA Foundation and serves on the Steering Committee of the KPMG & University of Chicago Economic Forum.
As a director of Huron, Ms. Vernick will receive compensation in accordance with the Company’s non-employee director compensation practices described in the Company’s 2026 Annual Proxy Statement filed with the Securities and Exchange Commission on March 20, 2026. This compensation generally consists of an annual cash retainer in the amount of $80,000, an annual retainer of $10,000 for service on the Compensation Committee of the Board, an annual retainer of $7,500 for service on the Finance and Capital Allocation Committee of the Board, an annual retainer of $7,500 for service on the Technology and Information Security Committee of the Board, and an annual grant of restricted stock on the date of the Company’s annual meeting with a value of $180,000. Because Ms. Vernick joined the Company within the six months following the Company’s annual meeting, Ms. Vernick's annual grant of restricted stock will be prorated such that Ms. Vernick will receive half of the annual grant, which will be granted on July 1, 2026, and will vest fully on the first anniversary of the grant. Ms. Vernick’s initial cash retainer will also be prorated to reflect her appointment date.
There are no arrangements or understandings between Ms. Vernick and any other persons pursuant to which she was elected as a director. Ms. Vernick has no direct or indirect material interest in any transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K.







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.
Huron Consulting Group Inc.
(Registrant)
Date:June 22, 2026/s/    JOHN D. KELLY
John D. Kelly
Executive Vice President, Chief Financial Officer and Treasurer


FAQ

What board role did Huron Consulting Group (HURN) announce for Shoshana Vernick?

Huron Consulting Group elected Shoshana M. Vernick to its Board of Directors, effective June 19, 2026, to serve until the 2027 Annual Meeting. She will also serve on the Compensation, Finance and Capital Allocation, and Technology and Information Security committees.

What is Shoshana Vernick’s professional background mentioned by Huron (HURN)?

Shoshana Vernick is co-founder and managing partner of Avathon Capital, focused on education and knowledge services. She previously was a managing director at Sterling Partners and has held board and trustee roles at several education-focused organizations and funds.

How will Huron (HURN) compensate Shoshana Vernick as a new director?

Huron will compensate Shoshana Vernick under its non-employee director program, including an $80,000 annual cash retainer, additional committee retainers of $10,000, $7,500, and $7,500, plus an annual restricted stock grant with a value of $180,000, subject to proration.

How is Shoshana Vernick’s initial restricted stock grant at Huron (HURN) structured?

Because she joined within six months of the annual meeting, Shoshana Vernick will receive half of the usual $180,000 restricted stock grant. The prorated grant will be made on July 1, 2026 and will fully vest on its first anniversary.

Will Shoshana Vernick’s initial cash retainer from Huron (HURN) be prorated?

Yes. The filing states that Ms. Vernick’s initial cash retainer will be prorated to reflect her June 19, 2026 appointment date, aligning her compensation with the partial year of board service following her election.

Filing Exhibits & Attachments

4 documents