Miami International holders back board, pay and auditor
Miami International Holdings, Inc. held its Annual Meeting of Stockholders on June 16, 2026.
Sentiment and the balance of points
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Form Type
8-K
Rhea-AI Filing Summary
Miami International Holdings, Inc. held its Annual Meeting of Stockholders on June 16, 2026. Stockholders elected fifteen directors to serve until the 2027 annual meeting, with each nominee receiving over 63 million votes in favor.
On a non-binding advisory basis, stockholders approved the Company’s executive compensation, with 49,020,028 votes for, 17,331,303 against and 972,646 abstentions. In the advisory vote on how often to hold future say‑on‑pay votes, 36,641,740 votes favored a three‑year frequency, 29,354,149 favored one year, and 391,017 favored two years, with 937,071 abstentions. Stockholders also ratified KPMG LLP as independent registered public accounting firm for the fiscal year ending December 31, 2026, with 74,776,726 votes for, 4,868 against and 171,700 abstentions.
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
Director votes – Thomas P. Gallagher: 66,624,613 for; 699,364 withheld
Director votes – Talal Jassim Al-Bahar: 50,951,839 for; 16,372,138 withheld
Say-on-pay advisory vote: 49,020,028 for; 17,331,303 against
+3 more
6 metrics
Director votes – Thomas P. Gallagher
66,624,613 for; 699,364 withheld
Election of directors at 2026 annual meeting
Director votes – Talal Jassim Al-Bahar
50,951,839 for; 16,372,138 withheld
Election of directors at 2026 annual meeting
Say-on-pay advisory vote
49,020,028 for; 17,331,303 against
Approval of executive compensation on advisory basis
Say-on-pay frequency – 3 years
36,641,740 votes
Recommended frequency of say-on-pay vote
Say-on-pay frequency – 1 year
29,354,149 votes
Recommended frequency of say-on-pay vote
Auditor ratification – KPMG LLP
74,776,726 for; 4,868 against
Ratification for fiscal year ending December 31, 2026
Key Terms
Annual Meeting of Stockholders, Say-on-Pay Vote, Broker Non-votes, independent registered public accounting firm, +1 more
5 terms
Annual Meeting of Stockholders regulatory
"On June 16, 2026, Miami International Holdings, Inc. held its Annual Meeting of Stockholders"
Say-on-Pay Vote regulatory
"approve, on a non-binding advisory basis, the compensation paid to our named executive officers (“Say-on-Pay Vote”)"
A say-on-pay vote is a shareholder advisory vote on a company’s executive compensation package, usually held at the annual meeting to approve or voice disapproval of how top managers are paid. Think of it as a feedback button for owners: while the vote is often nonbinding, a strong negative outcome warns of governance problems, can force pay-policy changes, damage board credibility and ultimately influence long-term shareholder returns.
Broker Non-votes regulatory
"For | Withheld | Broker Non-votes Proposal 1: Election of Directors"
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 ratification of KPMG LLP as the Company’s independent registered public accounting firm"
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 basis regulatory
"select, on a non-binding advisory basis, whether future advisory votes"
A non-binding advisory basis is guidance or a recommendation offered for informational purposes that does not create legal obligations or guarantees; recipients can accept, modify, or ignore it without contractual consequences. Investors should treat it like a weather forecast for planning—useful for forming expectations and assessing risk, but not a firm promise—so they should verify assumptions, seek confirming information, and avoid relying on it as the sole basis for investment decisions.
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
What did MIAX stockholders approve at the June 16, 2026 annual meeting?
Stockholders elected fifteen directors and approved executive compensation on an advisory basis. They also ratified KPMG LLP as independent registered public accounting firm for the fiscal year ending December 31, 2026, and expressed a preference on how often say‑on‑pay votes should occur.
How did MIAX stockholders vote on the say-on-pay proposal in 2026?
Stockholders approved MIAX’s executive compensation on an advisory basis, with 49,020,028 votes for, 17,331,303 against, and 972,646 abstentions. There were also 7,629,317 broker non‑votes recorded for this proposal at the 2026 annual meeting.
What frequency of say-on-pay votes did MIAX investors prefer in 2026?
In the advisory frequency vote, 36,641,740 votes supported holding say‑on‑pay votes every three years, 29,354,149 supported an annual vote, 391,017 supported every two years, and 937,071 abstained, with 7,629,317 broker non‑votes reported.
Who was ratified as MIAX’s independent auditor for fiscal 2026?
Stockholders ratified KPMG LLP as MIAX’s independent registered public accounting firm for the fiscal year ending December 31, 2026, with 74,776,726 votes for, 4,868 against, and 171,700 abstentions, indicating strong support for continuing the audit relationship.
Were all Miami International Holdings director nominees elected in 2026?
Yes. Each of the fifteen director nominees received more votes “for” than “withheld.” For example, Thomas P. Gallagher received 66,624,613 votes for and 699,364 withheld, with 7,629,317 broker non‑votes reported for the director election proposals.
AI-generated analysis. How Rhea-AI works. Not financial advice.
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