MSCI stockholders back directors and proposals

MSCI Inc. reported the results of its virtual annual meeting of stockholders held on April 21, 2026.

Accepted by SEC EDGAR 04/23/2026 - 06:37 AM EDT

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Form Type

8-K

Rhea-AI Filing Summary

MSCI Inc. reported the results of its virtual annual meeting of stockholders held on April 21, 2026. Stockholders entitled to vote held 73,120,206 shares of common stock, with each share carrying one vote.

All eleven director nominees received a majority of votes cast “for” or “against” and were elected. Proposal 2 received 59,076,413 votes for, 4,061,619 against and 106,659 abstentions, while Proposal 3 was ratified with 65,169,698 votes for, 1,132,416 against and 101,547 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: 73,120,206 shares Proposal 2 votes for: 59,076,413 votes Proposal 2 votes against: 4,061,619 votes +5 more

8 metrics

Shares entitled to vote 73,120,206 shares Common stock entitled to vote at April 21, 2026 annual meeting

Proposal 2 votes for 59,076,413 votes Votes cast in favor of Proposal 2 at annual meeting

Proposal 2 votes against 4,061,619 votes Votes cast against Proposal 2 at annual meeting

Proposal 3 votes for 65,169,698 votes Votes cast in favor of Proposal 3, which was ratified

Proposal 3 votes against 1,132,416 votes Votes cast against Proposal 3 at annual meeting

Broker non-votes on Proposal 2 3,158,970 votes Broker non-votes reported for Proposal 2

Votes for Rajat Taneja 63,026,720 votes Director election votes “for” nominee Rajat Taneja

Votes for June Yang 63,027,070 votes Director election votes “for” nominee June Yang

Key Terms

annual meeting of stockholders, broker non-vote, virtual meeting, emerging growth company, +1 more

5 terms

annual meeting of stockholders financial

"held its annual meeting of stockholders on April 21, 2026"

broker non-vote financial

"Broker Non-Vote 3,158,970"

A broker non-vote happens when a brokerage firm holds shares in street name for a client but does not cast a ballot on a particular shareholder item because the broker lacks discretionary authority to vote that matter. Think of it like a person who owns a ticket but the ticket-holder refuses to vote on some issues; the share counts for ownership but not for that vote, which can affect whether proposals reach the required number of votes or a quorum.

virtual meeting financial

"held its annual meeting of stockholders on April 21, 2026 (the “Annual Meeting”) as a virtual meeting"

emerging growth company regulatory

"Emerging growth company"

An emerging growth company is a recently public or smaller public firm that qualifies for temporary, lighter regulatory and disclosure rules to reduce the cost and effort of being public. For investors, it means the company may provide less historical financial detail and face fewer reporting requirements than larger firms, so it can grow more quickly but also carries higher uncertainty—like buying a promising early-stage product with fewer user reviews.

abstain financial

"For | Against | Abstain | Broker Non-Vote"

FAQ

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

What did MSCI (MSCI) report from its April 2026 annual meeting?

MSCI reported final voting results from its April 21, 2026 virtual annual meeting. All eleven director nominees were elected, and stockholders approved Proposal 2 and ratified Proposal 3 based on the vote counts disclosed in the filing.

How many MSCI shares were entitled to vote at the 2026 annual meeting?

A total of 73,120,206 shares of MSCI common stock were issued, outstanding, and entitled to vote. Each share carried one vote, forming the basis for all director elections and proposals presented at the 2026 annual meeting.

Were all MSCI director nominees elected at the 2026 annual meeting?

Yes. Each of the eleven MSCI director nominees received a majority of votes cast “for” or “against” and was elected. Individual nominees received over 60 million votes “for,” with broker non-votes reported consistently across the director slate.

What were the voting results for MSCI’s Proposal 2 in 2026?

Proposal 2 received 59,076,413 votes for, 4,061,619 votes against, and 106,659 abstentions, with 3,158,970 broker non-votes. Based on these results, MSCI stated that Proposal 2 was approved by stockholders at the annual meeting.

How did MSCI stockholders vote on Proposal 3 at the 2026 meeting?

Proposal 3 was ratified with 65,169,698 votes for, 1,132,416 votes against, and 101,547 abstentions. No broker non-votes were listed for this proposal, and MSCI confirmed that stockholders ratified Proposal 3 at the annual meeting.

Where was the MSCI 2026 annual stockholder meeting held and how?

MSCI held its 2026 annual meeting of stockholders as a virtual meeting on April 21, 2026. The filing notes it was conducted electronically rather than in-person, consistent with the company’s approach to remote stockholder participation.

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

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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): April 21, 2026

MSCI Inc.

(Exact name of Registrant as Specified in Its Charter)

Delaware

001-33812

13-4038723

(State or other jurisdiction of incorporation)

(Commission File Number)

(IRS Employer Identification No.)

7 World Trade Center,

250 Greenwich Street, 49th Floor,

New York,

New York

10007

(Address of principal executive offices) (Zip Code)

(212) 804-3900

(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
Common Stock, par value $0.01 per share	MSCI	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.

☐

Item 5.07 Submission of Matters to a Vote of Security Holders.

MSCI Inc. (the “Company”) held its annual meeting of stockholders on April 21, 2026 (the “Annual Meeting”) as a virtual meeting. The issued and outstanding shares of the Company’s common stock, $0.01 par value per share, entitled to vote at the Annual Meeting consisted of 73,120,206 shares, each share being entitled to one vote. The following is a summary of the voting results for each matter presented to the stockholders:


(a)			Proposal 1 - Election of members of the Company’s Board of Directors


Director	For		Against		Abstain		Broker Non-Vote
Robert G. Ashe		61,516,190		1,620,876		107,625		3,158,970
Henry A. Fernandez		60,057,776		2,909,009		277,906		3,158,970
Robin Matlock		62,586,279		550,989		107,423		3,158,970
Jacques P. Perold		62,754,834		383,252		106,605		3,158,970
Sandy C. Rattray		62,795,921		339,068		109,702		3,158,970
Linda H. Riefler		60,617,216		2,520,089		107,386		3,158,970
Michelle Seitz		62,940,959		196,311		107,421		3,158,970
Marcus L. Smith		62,894,008		242,943		107,740		3,158,970
Rajat Taneja		63,026,720		110,403		107,568		3,158,970
Paula Volent		62,684,459		452,780		107,452		3,158,970
June Yang		63,027,070		111,197		106,424		3,158,970

With respect to the foregoing Proposal 1, each director was elected and received the affirmative vote of a majority of the votes cast “for” or “against” him or her at the Annual Meeting.


(b)			Proposal 2 – Approval, by advisory vote, of the Company’s executive compensation.


For		Against		Abstain		Broker Non-Vote
	59,076,413		4,061,619		106,659		3,158,970

The foregoing Proposal 2 was approved.


(c)			Proposal 3 – Ratification of the appointment of PricewaterhouseCoopers LLP as the Company’s independent auditor for fiscal year 2026.


For		Against		Abstain
	65,169,698		1,132,416		101,547

The foregoing Proposal 3 was ratified.

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.


	MSCI Inc.


Date: April 23, 2026	By:	/s/ Henry A. Fernandez
	Name:	Henry A. Fernandez
	Title:	Chairman, Chief Executive Officer and President

Source: View Original Filing on SEC EDGAR

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