Dorian LPG shareholders back board, pay, equity plan

Q: What key decisions did LPG shareholders make at the September 10, 2026 annual meeting?

Shareholders re-elected three Class I directors, ratified Deloitte as auditor for the fiscal year ending March 31, 2027, approved executive compensation on an advisory basis, chose an annual say-on-pay frequency, and approved the Second Amended and Restated 2014 Equity Incentive Plan.

Q: How many LPG shares were eligible to vote and represented at the 2026 annual meeting?

There were 42,782,681 shares of Dorian LPG common stock eligible to vote. A total of 34,232,217 shares were represented in person or by proxy at the annual meeting for the fiscal year ending March 31, 2026.

Q: Did LPG shareholders approve the auditor for the fiscal year ending March 31, 2027?

Yes. The appointment of Deloitte Certified Public Accountants S.A. as independent registered public accounting firm for the fiscal year ending March 31, 2027 received 32,833,649 votes for, 50,926 against, and 11,036 abstentions.

Dorian LPG shareholders re-elected three Class I directors, backed say-on-pay and an annual vote frequency, and approved an updated equity incentive plan.

Filing Impact

(Moderate)

Filing Sentiment

(Negative)

Form Type

8-K

Rhea-AI Filing Summary

DORIAN LPG LTD. (LPG) reported the results of its September 10, 2026 annual meeting of shareholders for the fiscal year ending March 31, 2026. Shareholders re-elected Class I directors Christina Tan, Marit Lunde and Christopher J. Wiernicki to serve until the annual meeting for the fiscal year ending March 31, 2029.

Shareholders approved the appointment of Deloitte Certified Public Accountants S.A. as independent registered public accounting firm for the fiscal year ending March 31, 2027 and approved, on a non-binding basis, the compensation of named executive officers. On an advisory basis, shareholders supported holding future say‑on‑pay votes every one year. Shareholders also approved the Second Amended and Restated 2014 Equity Incentive Plan.

Filing Explained

The annual-meeting results were incorporated into the company’s Form S-3 shelf registration, which creates capacity to sell registered securities in the future but does not itself sell shares; this disclosure therefore adds no completed issuance or proceeds.

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 eligible to vote: 42,782,681 shares Shares represented: 34,232,217 shares Votes for highest-supported director: 27,646,081 votes +4 more

7 metrics

Shares eligible to vote 42,782,681 shares Common stock eligible to vote at the September 10, 2026 annual meeting

Shares represented 34,232,217 shares Common stock represented in person or by proxy at the annual meeting

Votes for highest-supported director 27,646,081 votes Votes for re-election of director Christopher J. Wiernicki

Auditor ratification votes for 32,833,649 votes Ratification of Deloitte Certified Public Accountants S.A. for FY ending March 31, 2027

Say-on-pay votes for 26,477,726 votes Advisory approval of named executive officer compensation

Say-on-pay frequency one-year votes 21,052,613 votes Advisory vote on holding say-on-pay every one year

Equity Incentive Plan votes for 17,099,624 votes Approval of Second Amended and Restated 2014 Equity Incentive Plan

Key Terms

broker non-votes, independent registered public accounting firm, advisory, non-binding basis, Second Amended and Restated 2014 Equity Incentive Plan, +1 more

5 terms

broker non-votes financial

"Votes For | Votes Withheld | Broker Non-Votes Christina Tan | 26,079,855..."

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

"the Company’s independent registered public accounting firm for the fiscal year"

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, non-binding basis regulatory

"was approved, on an advisory, non-binding basis, by the following"

Second Amended and Restated 2014 Equity Incentive Plan financial

"The shareholders approved the Second Amended and Restated 2014 Equity Incentive Plan"

frequency of future shareholder advisory votes regulatory

"the frequency of future shareholder advisory votes on the compensation"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What key decisions did LPG shareholders make at the September 10, 2026 annual meeting?

Shareholders re-elected three Class I directors, ratified Deloitte as auditor for the fiscal year ending March 31, 2027, approved executive compensation on an advisory basis, chose an annual say-on-pay frequency, and approved the Second Amended and Restated 2014 Equity Incentive Plan.

How many LPG shares were eligible to vote and represented at the 2026 annual meeting?

There were 42,782,681 shares of Dorian LPG common stock eligible to vote. A total of 34,232,217 shares were represented in person or by proxy at the annual meeting for the fiscal year ending March 31, 2026.

Were Dorian LPG’s Class I directors re-elected at the 2026 annual meeting?

Yes. Christina Tan, Marit Lunde and Christopher J. Wiernicki were re‑elected as Class I directors to serve until the annual meeting for the fiscal year ending March 31, 2029, receiving 26,079,855–27,646,081 votes for, with broker non‑votes of 5,169,035 on each.

Did LPG shareholders approve the auditor for the fiscal year ending March 31, 2027?

Yes. The appointment of Deloitte Certified Public Accountants S.A. as independent registered public accounting firm for the fiscal year ending March 31, 2027 received 32,833,649 votes for, 50,926 against, and 11,036 abstentions.

How did LPG shareholders vote on executive compensation and say-on-pay frequency?

Executive compensation was approved on an advisory basis with 26,477,726 votes for, 1,131,073 against, and 117,777 abstentions. For the frequency of future say‑on‑pay votes, shareholders cast 21,052,613 for one year, 3,935,131 for two years, 2,683,550 for three years, and 55,282 abstentions.

Was the Second Amended and Restated 2014 Equity Incentive Plan approved by LPG shareholders?

Yes. The Second Amended and Restated 2014 Equity Incentive Plan was approved with 17,099,624 votes for, 10,536,213 against, 90,739 abstentions, and 5,169,035 broker non‑votes reported.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 09/14/2026 - 04:37 PM Accepted by SEC EDGAR 09/14/2026 - 04:31 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): September 10, 2026


DORIAN LPG LTD.
(Exact name of registrant as specified in its charter)
Republic of the Marshall Islands	001-36437	66-0818228
(State or other jurisdiction of incorporation or organization)	(Commission File Number)	(IRS employer identification no.)

c/o Dorian LPG (USA) LLC, 27 Signal Road, Stamford, Connecticut		06902
(Address of principal executive offices)		(Zip Code)

(Registrant’s telephone number, including area code): (203) 674-9900

(Former Name or Former Address, if Changed Since Last Report): None

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 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:

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common stock, par value $0.01 per share

LPG

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. ☐

Introductory Note

The information contained in this Current Report on Form 8-K is hereby incorporated by reference into the registration statement on Form S-3 (File No. 333-287752) of Dorian LPG Ltd. (the “Company”), filed with the U.S. Securities and Exchange Commission on June 3, 2025.

Item 5.07 Submission of Matters to a Vote of Security Holders

On September 10, 2026, the Company held its annual meeting of shareholders for the fiscal year ending March 31, 2026 (the “Annual Meeting”). There were a total of 42,782,681 shares of the Company’s common stock eligible to vote at the Annual Meeting. A total of 34,232,217 shares of the Company’s common stock were represented at the Annual Meeting either in person or by proxy. At the Annual Meeting, the Company’s shareholders voted on the following matters and cast their votes as described below.

1. Christina Tan, Marit Lunde and Christopher J. Wiernicki were re-elected as Class I directors of the Company to serve until the Company’s annual meeting of shareholders for the fiscal year ending March 31, 2029 and until their respective successors are duly elected and qualified or until their earlier death, resignation, removal or earlier termination of their term of office, by the following number of votes:




	Votes For	Votes Withheld	Broker Non-Votes
Christina Tan	26,079,855	1,646,721	5,169,035
Marit Lunde	27,143,690	582,886	5,169,035
Christopher J. Wiernicki	27,646,081	80,495	5,169,035

2. The ratification of the appointment of Deloitte Certified Public Accountants S.A. as the Company’s independent registered public accounting firm for the fiscal year ending March 31, 2027 was approved by the following number of votes:


Votes For	Votes Against	Abstentions	Broker Non-Votes
32,833,649	50,926	11,036	N/A

3. The compensation of the Company’s named executive officers, as disclosed in the proxy statement for the Annual Meeting, was approved, on an advisory, non-binding basis, by the following number of votes:


Votes For	Votes Against	Abstentions	Broker Non-Votes
26,477,726	1,131,073	117,777	5,169,035

4. The shareholders approved, on an advisory, non-binding basis, the frequency of future shareholder advisory votes on the compensation of the Company’s named executive officers by the following number of votes:


One Year	Two Years	Three Years	Abstentions
21,052,613	3,935,131	2,683,550	55,282

5. The shareholders approved the Second Amended and Restated 2014 Equity Incentive Plan by the following number of votes:


Votes For	Votes Against	Abstentions	Broker Non-Votes
17,099,624	10,536,213	90,739	5,169,035

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, thereunto duly authorized.

September 14, 2026		DORIAN LPG LTD.
		(registrant)

	By:	/s/ Theodore B. Young
		Theodore B. Young
		Chief Financial Officer

Source: View Original Filing on SEC EDGAR

Filing Exhibits & Attachments

3 documents

Dorian LPG shareholders back board, pay, equity plan

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