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Strong stockholder support as Newmont (NYSE: NEM) approves directors, pay and auditor

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8-K

Rhea-AI Filing Summary

Newmont Corporation reported the results of its 2026 Annual Meeting of Stockholders held on May 12, 2026. Stockholders voted on electing directors, approving an advisory resolution on executive compensation, and ratifying the appointment of the independent auditor.

All nominated directors were elected, each receiving at least 96% of votes cast, with many above 99%. The advisory vote on executive compensation was approved, with 758,464,737 votes for, representing 92.52% of votes cast on the proposal. Stockholders also ratified Ernst & Young LLP as Newmont’s independent registered public accounting firm for 2026, with 864,356,225 votes for, or 98.25% of votes cast at the meeting.

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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.
Executive compensation approval 758,464,737 votes for (92.52%) Advisory resolution on executive compensation at 2026 Annual Meeting
Executive compensation opposition 59,301,720 votes against (7.23%) Advisory resolution on executive compensation at 2026 Annual Meeting
Auditor ratification support 864,356,225 votes for (98.25%) Ratification of Ernst & Young LLP for 2026
Auditor ratification opposition 14,779,616 votes against (1.68%) Ratification of Ernst & Young LLP for 2026
Auditor ratification abstentions 636,951 abstentions (0.07%) Ratification of Ernst & Young LLP for 2026
Director support example 816,608,093 votes for (99.68%) Election of director David T. Seaton
Broker non-votes on pay 59,962,634 broker non-votes Advisory resolution on executive compensation
Annual Meeting of Stockholders financial
"On May 12, 2026, Newmont held its 2026 Annual Meeting of Stockholders."
advisory resolution on executive compensation financial
"the approval of the advisory resolution on executive compensation"
independent registered public accounting firm financial
"ratification of the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for 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.
Broker Non-Votes financial
"Abstentions | Broker Non-Votes Gregory H. Boyce"
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.
Emerging growth company regulatory
"Emerging growth company On May 12, 2026, Newmont held its 2026 Annual Meeting"
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.
Understanding 8-K Material Events →
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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):

May 12, 2026

 

Newmont Corporation

(Exact name of Registrant as Specified in Its Charter) 

 

 

 

Delaware

(State or Other Jurisdiction of Incorporation)

 

 

001-31240

(Commission File Number)

 

 

84-1611629

(I.R.S. Employer Identification No.)

 

 

6900 E. Layton Avenue, Denver, CO 80237

(Address of principal executive offices) (zip code)

 

 

(303) 863-7414

(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:

 

 

¨ 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, par value $1.60 per share   NEM   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 5.07Submission of Matters to a Vote of Security Holders

 

On May 12, 2026, Newmont held its 2026 Annual Meeting of Stockholders. The following matters were voted upon at the Annual Meeting: (1) the election of Directors; (2) the approval of the advisory resolution on executive compensation; and (3) ratification of the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for 2026.

 

All matters voted on at the Annual Meeting were approved. Abstentions are counted in tabulations of the votes cast on proposals presented to stockholders (except with respect to the Election of Directors, where abstentions are excluded). The voting results were as follows:

 

Proposal #1 – Election of Directors

 

Directors Votes For % of
votes
cast		 Withheld
Votes		 % of
votes
cast		 Abstentions Broker
Non-Votes
Gregory H. Boyce 807,142,984 98.61 11,405,481 1.39 1,261,693 59,962,634
Bruce R. Brook 778,943,071 96.04 32,123,617 3.96 8,743,470 59,962,634
Maura J. Clark 816,422,323 99.66 2,816,578 0.34 571,257 59,962,634
Harry M. (Red) Conger 816,559,263 99.67 2,682,242 0.33 568,653 59,962,634
Emma FitzGerald 816,421,156 99.66 2,809,294 0.34 579,708 59,962,634
Sally-Anne Layman 801,979,599 98.27 14,122,814 1.73 3,707,745 59,962,634
José Manuel Madero 816,498,912 99.67 2,718,102 0.33 593,144 59,962,634
René Médori 816,408,499 99.66 2,817,109 0.34 584,550 59,962,634
Jane Nelson 802,397,713 98.24 14,392,528 1.76 3,019,917 59,962,634
Julio M. Quintana 795,947,913 97.41 21,158,963 2.59 2,703,282 59,962,634
David T. Seaton 816,608,093 99.68 2,613,889 0.32 588,176 59,962,634
Natascha Viljoen 815,705,352 99.57 3,509,720 0.43 595,086 59,962,634

 

Proposal #2 – Approval of the Advisory Resolution on Executive Compensation

 

    % of Votes Cast
on the Proposal
Votes For 758,464,737 92.52
Votes Against 59,301,720 7.23
Abstentions 2,043,701 0.25
Broker Non-Votes 59,962,634  

 

Proposal #3 - Ratification of Independent Registered Public Accounting Firm

 

    % of Votes Cast
at the Annual Meeting
Votes For 864,356,225 98.25
Votes Against 14,779,616 1.68
Abstentions 636,951 0.07

 

 2 

 

 

SIGNATURE

 

Pursuant to the requirements of the Securities and Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

  By: /s/ Logan Hennessey
  Name: Logan Hennessey
  Title: Senior Vice President, Deputy General Counsel and Corporate Secretary

 

Dated: May 13, 2026

 

 3 

 

Source: View Original Filing on SEC EDGAR

FAQ

What did Newmont (NEM) stockholders vote on at the 2026 Annual Meeting?

Stockholders voted on electing directors, an advisory resolution on executive compensation, and ratifying Ernst & Young LLP as independent registered public accounting firm for 2026. All three proposals received sufficient support and were approved at the meeting.

Were all Newmont (NEM) director nominees elected at the 2026 Annual Meeting?

Yes, all Newmont director nominees were elected. Each candidate received strong support, with votes for ranging from about 96% to nearly 100% of votes cast, plus additional broker non-votes reported for each director on the ballot.

How did Newmont (NEM) stockholders vote on executive compensation in 2026?

Newmont stockholders approved the advisory resolution on executive compensation. The proposal received 758,464,737 votes for, representing 92.52% of votes cast, compared with 59,301,720 votes against and 2,043,701 abstentions, alongside 59,962,634 broker non-votes.

Which audit firm did Newmont (NEM) stockholders ratify for 2026?

Stockholders ratified Ernst & Young LLP as Newmont’s independent registered public accounting firm for 2026. The ratification received 864,356,225 votes for, 14,779,616 votes against, and 636,951 abstentions, indicating very strong support for continuing with this audit firm.

What level of support did Newmont (NEM) receive for its auditor ratification in 2026?

The ratification of Ernst & Young LLP as auditor received 98.25% of votes cast at the meeting. Specifically, 864,356,225 votes supported the proposal, with 14,779,616 against and 636,951 abstentions recorded in the final tally.

How were abstentions and broker non-votes treated in Newmont (NEM)’s 2026 voting results?

Abstentions were included in vote tabulations for proposals, except for the election of directors where they were excluded from percentages. Broker non-votes were reported separately for director elections and the advisory compensation vote, reflecting shares present but not voting on those items.

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