Mount Logan Capital shareholders approve directors, auditor

Mount Logan Capital Inc. reported the results of its annual meeting of stockholders held on June 25, 2026.

Rhea-AI Filing Summary

Mount Logan Capital Inc. reported the results of its annual meeting of stockholders held on June 25, 2026. As of the April 27, 2026 record date, 11,188,768 common shares were outstanding and entitled to vote.

Stockholders elected two Class I directors to serve until the 2029 annual meeting: Parker A. Weil, who received 4,127,243 votes for, 130,963 against and 45,137 abstentions, and Matthew Westwood, who received 4,124,725 votes for, 128,908 against and 49,710 abstentions. Both director elections included 2,263,409 broker non-votes.

Stockholders also ratified the appointment of Deloitte & Touche LLP as the company’s independent registered public accounting firm for the fiscal year ending December 31, 2026, with 6,427,347 votes for, 97,291 against and 42,114 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

Shares entitled to vote: 11,188,768 shares Votes for Parker A. Weil: 4,127,243 shares Votes for Matthew Westwood: 4,124,725 shares +4 more

7 metrics

Shares entitled to vote 11,188,768 shares Common stock outstanding as of April 27, 2026 record date

Votes for Parker A. Weil 4,127,243 shares Director election at 2026 annual meeting

Votes for Matthew Westwood 4,124,725 shares Director election at 2026 annual meeting

Broker non-votes (directors) 2,263,409 shares For each Class I director election

Votes for auditor ratification 6,427,347 shares Ratification of Deloitte & Touche LLP for 2026

Votes against auditor ratification 97,291 shares Ratification of Deloitte & Touche LLP for 2026

Abstentions on auditor ratification 42,114 shares Ratification of Deloitte & Touche LLP for 2026

Key Terms

annual meeting of stockholders, record date, Class I Directors, broker non-votes, +1 more

5 terms

annual meeting of stockholders financial

"held its annual meeting of stockholders (the “Annual Meeting”)."

record date financial

"As of April 27, 2026, the record date for the Annual Meeting,"

The record date is the specific day when a company determines which shareholders are eligible to receive a dividend or participate in an upcoming vote. It’s like a cutoff date; if you own the stock on that day, you get the benefits or voting rights. This date matters because it decides who qualifies for certain company benefits.

Class I Directors financial

"elected the following nominees to serve as Class I Directors on the Board"

Class I directors are the subset of a company’s board whose terms expire at a specific annual meeting under a staggered election system that divides directors into multiple groups with different re-election years. For investors this matters because staggered classes slow how quickly shareholders can replace the board, affecting takeover risk, governance change and the pace of corporate decisions — like rotating only part of a team instead of swapping everyone at once.

broker non-votes financial

"Broker Non-Votes | ... | 2,263,409 |"

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 Deloitte & Touche 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.

FAQ

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

What did Mount Logan Capital Inc. (MLCI) stockholders vote on at the 2026 annual meeting?

Stockholders voted on electing two Class I directors and ratifying the independent auditor. They re-elected Parker A. Weil and Matthew Westwood and approved Deloitte & Touche LLP as auditor for the fiscal year ending December 31, 2026.

Who was elected to Mount Logan Capital Inc.’s (MLCI) board at the 2026 meeting?

Stockholders elected Parker A. Weil and Matthew Westwood as Class I directors. Each will serve until the 2029 annual meeting and until a successor is duly elected and qualifies, based on majority support in the director elections.

How many Mount Logan Capital Inc. (MLCI) shares were entitled to vote at the 2026 annual meeting?

A total of 11,188,768 common shares were outstanding and entitled to vote as of April 27, 2026. This record date share count determined which stockholders could participate in the 2026 annual meeting voting process.

What were the vote results for Deloitte & Touche LLP as MLCI’s auditor for 2026?

Stockholders ratified Deloitte & Touche LLP as the independent registered public accounting firm. Voting results were 6,427,347 shares for, 97,291 against and 42,114 abstaining for the fiscal year ending December 31, 2026.

Were there broker non-votes in the Mount Logan Capital Inc. 2026 director elections?

Yes. Each director election showed 2,263,409 broker non-votes. These broker non-votes counted for quorum purposes but were not treated as votes for, against, or abstaining on the director election proposals.

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

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Accepted by SEC EDGAR 06/26/2026 - 05:25 PM EDT Learn about SEC filing dates

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 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): June 25, 2026

MOUNT LOGAN CAPITAL INC.

(Exact name of registrant as specified in its charter)

Delaware			001-42813			33-2698952
(State or other jurisdiction of incorporation or organization)			(Commission File Number)			(I.R.S. Employer Identification Number)
650 Madison Avenue, 3rd Floor New York, New York (Address of principal executive offices)						10022 (Zip Code)

(212) 891-2880

(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			Name of each exchange on which registered
Common Stock, $0.001 par value			MLCI			The Nasdaq Stock Market LLC
8.00% Senior Notes Due 2031			MLCIL			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 June 25, 2026, Mount Logan Capital Inc. (the “Company”) held its annual meeting of stockholders (the “Annual Meeting”). Set forth below are the two proposals voted upon by the Company’s stockholders at the Annual Meeting, as described in the Company’s amended and restated definitive proxy statement on Schedule 14A filed with the U.S. Securities and Exchange Commission on April 30, 2026, together with the voting results for each proposal. As of April 27, 2026, the record date for the Annual Meeting, 11,188,768 shares of the Company’s common stock were outstanding and entitled to vote.

Proposal 1. The Company’s stockholders elected the following nominees to serve as Class I Directors on the Board of Directors of the Company, each of whom will serve until the 2029 Annual Meeting and until his successor is duly elected and qualifies: Parker A. Weil and Matthew Westwood. The tabulation of votes was:

			Director						For						Against						Abstain						Broker Non-Votes
			Parker A. Weil						4,127,243						130,963						45,137						2,263,409
			Matthew Westwood						4,124,725						128,908						49,710						2,263,409

Proposal 2. The Company’s stockholders ratified the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026, as set forth below.

			For						Against						Abstain
			6,427,347						97,291						42,114

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.

						MOUNT LOGAN CAPITAL INC.
Date:			June 26, 2026			By:			/s/ Brandon Satoren
						Name:			Brandon Satoren
						Title:			Chief Financial Officer