Las Vegas Sands (NYSE: LVS) holders approve directors, auditor and pay
Filing Impact
Filing Sentiment
Form Type
8-K
Rhea-AI Filing Summary
Las Vegas Sands Corp. reported the results of its Annual Meeting of Stockholders held on May 14, 2026. Stockholders elected eight directors — Mark Besca, Irwin Chafetz, Micheline Chau, Patrick Dumont, Charles D. Forman, Lewis Kramer, Alain Li and Micky Pant — with each nominee receiving over 539 million votes for, and up to 57.5 million votes withheld, plus 17.2 million broker non-votes.
Stockholders also ratified Deloitte & Touche LLP as the independent registered public accounting firm for the fiscal year ending December 31, 2026, with 610,631,530 votes for, 3,172,832 against and 149,269 abstentions. An advisory, non‑binding resolution on executive compensation was approved with 544,615,126 votes for, 52,011,863 against, 136,230 abstentions and 17,218,487 broker non-votes.
Positive
- None.
Negative
- None.
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
Highest director votes for: 594,596,078 votes
Lowest director votes for: 539,238,705 votes
Broker non-votes directors: 17,218,479 votes
+4 more
7 metrics
Highest director votes for
594,596,078 votes
Votes for Mark Besca, Proposal 1 director election
Lowest director votes for
539,238,705 votes
Votes for Alain Li, Proposal 1 director election
Broker non-votes directors
17,218,479 votes
Broker non-votes on each director nominee, Proposal 1
Auditor ratification for
610,631,530 votes
Votes for Deloitte & Touche LLP, Proposal 2
Auditor ratification against
3,172,832 votes
Votes against Deloitte & Touche LLP, Proposal 2
Say-on-pay for
544,615,126 votes
Votes for executive compensation resolution, Proposal 3
Say-on-pay against
52,011,863 votes
Votes against executive compensation resolution, Proposal 3
Key Terms
broker non-votes, independent registered public accounting firm, advisory (non-binding) vote on executive compensation, Annual Meeting of Stockholders
4 terms
broker non-votes financial
"Votes For, Votes Withheld, Broker Non-Votes"
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
"to serve as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 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.
advisory (non-binding) vote on executive compensation financial
"An Advisory (Non-Binding) Vote on Executive Compensation"
Annual Meeting of Stockholders financial
"at the Company’s Annual Meeting of Stockholders held on May 14, 2026"
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 14, 2026
| (Exact name of registrant as specified in its charter) | ||||||||
| (State or other jurisdiction of incorporation) | ||||||||
| (Commission File Number) | (IRS Employer Identification No.) | |||||||
(Address of principal executive offices) (Zip Code)
(702 ) 923-9000
(Registrant's Telephone Number, Including Area Code)
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 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 | ||||||||||||||||||||||||
| 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. | ||||
The stockholders of the Company voted on the three proposals listed below at the Company’s Annual Meeting of Stockholders held on May 14, 2026. The proposals are described in detail in the Definitive Proxy Statement.
Proposal 1 — Election of Directors
Votes regarding the election of Mark Besca, Irwin Chafetz, Micheline Chau, Patrick Dumont, Charles D. Forman, Lewis Kramer, Alain Li and Micky Pant to serve on the Board of Directors until the 2027 Annual Meeting of Stockholders, were as follows:
| Nominees for Director | Votes For | Votes Withheld | Broker Non-Votes | ||||||||
Mark Besca | 594,596,078 | 2,167,149 | 17,218,479 | ||||||||
| Irwin Chafetz | 575,969,701 | 20,793,526 | 17,218,479 | ||||||||
| Micheline Chau | 578,651,412 | 18,111,815 | 17,218,479 | ||||||||
| Patrick Dumont | 578,607,194 | 18,156,033 | 17,218,479 | ||||||||
| Charles D. Forman | 568,703,173 | 28,060,054 | 17,218,479 | ||||||||
| Lewis Kramer | 590,815,867 | 5,947,360 | 17,218,479 | ||||||||
| Alain Li | 539,238,705 | 57,524,522 | 17,218,479 | ||||||||
Micky Pant | 585,133,986 | 11,629,241 | 17,218,479 | ||||||||
Proposal 2 — Ratification of Appointment of Independent Registered Public Accounting Firm
Votes to ratify the appointment of Deloitte & Touche LLP to serve as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026, were as follows:
| Votes For | Votes Against | Abstentions | Broker Non-Votes | ||||||||
| 610,631,530 | 3,172,832 | 149,269 | 28,075 | ||||||||
Proposal 3 — An Advisory (Non-Binding) Vote on Executive Compensation
Votes to approve an advisory (non-binding) resolution on executive compensation were as follows:
| Votes For | Votes Against | Abstentions | Broker Non-Votes | ||||||||
| 544,615,126 | 52,011,863 | 136,230 | 17,218,487 | ||||||||
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report on Form 8-K to be signed on its behalf by the undersigned, hereunto duly authorized.
Dated: May 18, 2026
| LAS VEGAS SANDS CORP. | |||||||||||
| By: | /S/ D. ZACHARY HUDSON | ||||||||||
| Name: D. Zachary Hudson Title: Executive Vice President, Global General Counsel and Secretary | |||||||||||
FAQ
What did Las Vegas Sands (LVS) stockholders vote on at the 2026 annual meeting?
Stockholders voted on electing eight directors, ratifying Deloitte & Touche LLP as independent auditor for 2026, and approving an advisory (non-binding) resolution on executive compensation. All three proposals received majority support based on the reported vote totals.
Were all Las Vegas Sands (LVS) director nominees elected in 2026?
Yes. All eight nominees were elected. Votes for individual nominees ranged from 539,238,705 to 594,596,078, with withheld votes up to 57,524,522 and 17,218,479 broker non-votes recorded for each nominee on the director election proposal.
How did Las Vegas Sands (LVS) stockholders vote on the 2026 auditor ratification?
Stockholders ratified Deloitte & Touche LLP as independent registered public accounting firm for the 2026 fiscal year, with 610,631,530 votes for, 3,172,832 votes against, 149,269 abstentions, and 28,075 broker non-votes recorded on the ratification proposal.
What were the 2026 Las Vegas Sands (LVS) say-on-pay results?
The advisory (non-binding) vote on executive compensation passed. There were 544,615,126 votes for, 52,011,863 votes against, 136,230 abstentions and 17,218,487 broker non-votes, indicating stockholder approval of the company’s disclosed executive pay program on an advisory basis.
When was the 2026 Las Vegas Sands (LVS) annual meeting held?
The Annual Meeting of Stockholders was held on May 14, 2026. At this meeting, stockholders considered and voted on the election of directors, the ratification of the independent auditor for 2026, and an advisory resolution on executive compensation.