Investors Title (NASDAQ: ITIC) shareholders back board slate and 2026 auditor

Filing Impact

(Moderate)

Filing Sentiment

(Neutral)

Form Type

8-K

Rhea-AI Filing Summary

Investors Title Company reported the results of its Annual Meeting of Shareholders held on May 20, 2026. Shareholders elected three directors to three-year terms or until their successors are elected and qualified. Tammy F. Coley received 1,231,644 votes for and 230,056 withheld, with 214,354 broker non-votes. W. Morris Fine received 1,328,507 votes for and 133,193 withheld, with 214,354 broker non-votes. Richard M. Hutson II received 1,073,384 votes for and 388,316 withheld, with 214,354 broker non-votes.

Shareholders also ratified the appointment of Forvis Mazars, LLP as the independent registered public accounting firm for 2026, with 1,672,359 votes for, 2,899 against, 796 abstentions, and no broker non-votes reported for this item.

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

Votes for Tammy F. Coley: 1,231,644 votes Votes for W. Morris Fine: 1,328,507 votes Votes for Richard M. Hutson II: 1,073,384 votes +4 more

7 metrics

Votes for Tammy F. Coley 1,231,644 votes Director election at Annual Meeting of Shareholders on May 20, 2026

Votes for W. Morris Fine 1,328,507 votes Director election at Annual Meeting of Shareholders on May 20, 2026

Votes for Richard M. Hutson II 1,073,384 votes Director election at Annual Meeting of Shareholders on May 20, 2026

Broker non-votes on director items 214,354 votes Same broker non-vote count for each director election

Auditor ratification votes for 1,672,359 votes Ratification of Forvis Mazars, LLP for 2026

Auditor ratification votes against 2,899 votes Ratification of Forvis Mazars, LLP for 2026

Auditor ratification abstentions 796 votes Ratification of Forvis Mazars, LLP for 2026

Key Terms

Annual Meeting of Shareholders, broker non-votes, independent registered public accounting firm, Election of Directors, +1 more

5 terms

Annual Meeting of Shareholders financial

"On May 20, 2026, Investors Title Company held its Annual Meeting of Shareholders."

A yearly gathering where a company’s owners (shareholders) vote on key items like electing the board, approving executive pay, and ratifying auditors, and receive updates on performance and strategy. Think of it as an annual town hall for owners: it matters to investors because outcomes and disclosures can affect leadership, corporate direction, dividend and governance policies, and therefore the company’s risk and potential return.

broker non-votes financial

"Tammy F. Coley | 1,231,644 | 230,056 | 214,354"

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

"ratified the appointment of Forvis Mazars, LLP as our 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.

Election of Directors financial

"1. Election of Directors. Our shareholders elected the following directors for three-year terms"

ratified the appointment financial

"Our shareholders ratified the appointment of Forvis Mazars, LLP as our independent registered public accounting firm for 2026"

Understanding 8-K Material Events →

05/20/2026 - 04:59 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 20, 2026

INVESTORS TITLE COMPANY

(Exact Name of Registrant as Specified in Charter)

North Carolina

0-11774

56-1110199

(State or Other Jurisdiction of

(Commission

(I.R.S. Employer

Incorporation or Organization)

File Number)

Identification No.)

121 North Columbia Street, Chapel Hill, North Carolina 27514

(Address of principal executive offices) (Zip Code)

Registrant's telephone number, including area code: (919) 968-2200

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, no par value

ITIC

The Nasdaq Stock Market LLC

Rights to Purchase Series A Junior Participating Preferred Stock

The Nasdaq Stock Market LLC

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.

On May 20, 2026, Investors Title Company held its Annual Meeting of Shareholders. The results of the meeting were as follows:

1. Election of Directors. Our shareholders elected the following directors for three-year terms or until their successors are elected and qualified:


	FOR	WITHHELD	BROKER NON-VOTES
Tammy F. Coley	1,231,644	230,056	214,354
W. Morris Fine	1,328,507	133,193	214,354
Richard M. Hutson II	1,073,384	388,316	214,354

2. Auditor Ratification. Our shareholders ratified the appointment of Forvis Mazars, LLP as our independent registered public accounting firm for 2026 as follows:


FOR	AGAINST	ABSTAIN	BROKER NON-VOTES
1,672,359	2,899	796	0

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.

INVESTORS TITLE COMPANY

Date:

May 20, 2026

By:

/s/ James A. Fine, Jr.

James A. Fine, Jr.

President, Treasurer and Chief Financial Officer

Source: View Original Filing on SEC EDGAR

FAQ

What matters did Investors Title Company (ITIC) shareholders vote on at the 2026 annual meeting?

Shareholders voted on electing three directors to three-year terms and ratifying Forvis Mazars, LLP as the independent registered public accounting firm for 2026, reflecting routine governance and audit-oversight decisions for Investors Title Company.

Who was elected to the Investors Title Company (ITIC) board at the 2026 annual meeting?

Shareholders elected Tammy F. Coley, W. Morris Fine, and Richard M. Hutson II to three-year terms. Each director received more votes “for” than “withheld,” with additional broker non-votes reported, confirming their continuation on the Investors Title Company board.

How many votes did the Investors Title Company (ITIC) auditor ratification receive?

The ratification of Forvis Mazars, LLP as independent registered public accounting firm for 2026 received 1,672,359 votes for, 2,899 votes against, and 796 abstentions, with no broker non-votes reported on this proposal at the Investors Title Company annual meeting.

Was the appointment of Forvis Mazars, LLP approved by Investors Title Company (ITIC) shareholders?

Yes, shareholders ratified the appointment of Forvis Mazars, LLP as Investors Title Company’s independent registered public accounting firm for 2026, with 1,672,359 votes for, 2,899 against, and 796 abstentions, indicating strong support for the company’s chosen auditor.

When did Investors Title Company (ITIC) hold its 2026 Annual Meeting of Shareholders?

Investors Title Company held its Annual Meeting of Shareholders on May 20, 2026. At this meeting, shareholders elected three directors to new three-year terms and ratified Forvis Mazars, LLP as the company’s independent registered public accounting firm for the 2026 fiscal year.

Filing Exhibits & Attachments

4 documents