Shareholders re-elect Medallion board, approve pay and auditor (NASDAQ: MFIN)
Filing Impact
Filing Sentiment
Form Type
8-K
Rhea-AI Filing Summary
Medallion Financial Corp. held its 2026 annual meeting of shareholders on June 9, 2026. As of the April 13, 2026 record date, there were 23,864,438 common shares outstanding, and 17,419,949 shares, or 73.0%, were represented, establishing a quorum.
Shareholders elected the Company’s three Class III director nominees for terms expiring at the 2029 annual meeting and, for the third consecutive year, did not elect any nominees put forward by BIMIZCI Fund LLC. John Everets received 14,905,644 votes for, Cynthia A. Hallenbeck 13,199,033, and Alvin Murstein 12,785,454.
Shareholders also ratified the appointment of Plante & Moran, PLLC as independent registered public accounting firm for the year ending December 31, 2026, with 16,425,384 votes for. A non-binding advisory resolution approving 2025 named executive officer compensation passed with 14,202,106 votes for.
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
Shares outstanding: 23,864,438 shares
Quorum shares represented: 17,419,949 shares (73.0%)
Votes for John Everets: 14,905,644 votes
+3 more
6 metrics
Shares outstanding
23,864,438 shares
Common stock outstanding as of April 13, 2026 record date
Quorum shares represented
17,419,949 shares (73.0%)
Shares present or represented at 2026 annual meeting
Votes for John Everets
14,905,644 votes
Election as Class III director at 2026 annual meeting
Auditor ratification votes for
16,425,384 votes
Ratification of Plante & Moran, PLLC for year ending Dec. 31, 2026
Say-on-pay votes for
14,202,106 votes
Non-binding advisory approval of 2025 NEO compensation
Votes for dissident nominee Eric Kelly
3,384,358 votes
Dissident Class III director nominee at 2026 annual meeting
Key Terms
independent registered public accounting firm, non-binding advisory resolution, Inspector of Election, Class III Directors, +1 more
5 terms
independent registered public accounting firm regulatory
"ratified the appointment of Plante & Moran, PLLC as the Company’s independent registered public accounting firm for the 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.
non-binding advisory resolution regulatory
"approved a non-binding advisory resolution to approve the 2025 compensation of the Company’s named executive officers"
A non-binding advisory resolution is a shareholder vote that expresses investors’ opinion or recommendation but does not legally force the company to act. Think of it like a public survey: management can ignore it, but a strong vote for or against signals investor sentiment, can sway board behavior or policy decisions, and may influence market perception and future, potentially binding, actions.
Inspector of Election regulatory
"the final certified results of the voting reported by First Coast Results, Inc., the independent Inspector of Election for the Annual Meeting"
An inspector of election is an independent individual or firm appointed to oversee and verify a company’s shareholder vote, acting like a neutral referee who counts ballots, confirms voter eligibility, and certifies the official results. Investors care because the inspector’s work ensures votes on key issues — such as board members, mergers or executive pay — are tallied fairly and accurately, which protects shareholder rights and preserves confidence in corporate governance.
Class III Directors regulatory
"Shareholders elected each of the Company’s nominees to serve as Class III Directors, each for a term expiring at the 2029 Annual Meeting"
Class III directors are members of a company’s board assigned to one of several staggered term groups, so only that class faces election in a particular year while other classes stay in place. For investors this affects corporate control and takeover risk because staggered elections make it slower and harder for an outside group to replace a majority of directors quickly—think of it as a rotating schedule for board seats that provides continuity but can also entrench existing leadership.
quorum regulatory
"17,419,949 shares of common stock, or 73.0% of the common stock outstanding on the Record Date, were present in person or represented by proxy at the Annual Meeting, constituting a quorum"
A quorum is the minimum number of members needed to officially hold a meeting or make decisions. It ensures that decisions are made with enough participation to represent the group’s interests, much like a majority must be present for a vote to be valid. For investors, understanding quorum is important because it affects when and how important company or organization decisions can be legally made.
FAQ
What quorum was reached at Medallion Financial (MFIN) 2026 annual meeting?
A quorum was reached with 17,419,949 shares represented, equal to 73.0% of Medallion Financial’s 23,864,438 common shares outstanding as of April 13, 2026. This level of participation allowed all proposals to be validly considered.
What were the vote totals for Medallion Financial’s Class III director nominees?
John Everets received 14,905,644 votes for and 2,476,122 withheld, Cynthia A. Hallenbeck received 13,199,033 for and 4,182,873 withheld, and Alvin Murstein received 12,785,454 for and 4,596,312 withheld, securing election for each nominee.