STOCK TITAN

NIQ Global Intelligence (NIQ) investors back all 2026 AGM and capital actions

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

NIQ Global Intelligence plc reported the results of its 2026 Annual General Meeting held in Dublin, where shareholders approved all proposals on the agenda. Four Class I directors were elected to serve until the 2029 annual general meeting, each receiving strong majority support.

Shareholders ratified Ernst & Young LLP as independent auditor for the year ending December 31, 2026 and authorized the audit committee to set its remuneration. They also approved, on an advisory basis, the compensation of named executive officers and chose to hold future advisory votes on pay every year.

In addition, shareholders authorized the Company and its subsidiaries to make market purchases of ordinary shares, approved a price range for the re-allotment of treasury shares, and passed a special resolution for capital reduction and creation of distributable reserves under Irish law.

Positive

  • None.

Negative

  • None.

Insights

All AGM proposals passed, supporting the board’s governance framework.

Shareholders of NIQ Global Intelligence plc approved every 2026 AGM item, including director elections, auditor ratification and executive pay. This signals broad alignment with the current board, management and auditor choices based on the votes reported.

The advisory decision to hold executive compensation votes annually keeps frequent feedback between investors and the board. Authorizations for share repurchases, treasury share pricing, and capital reduction with distributable reserves provide the company with board-approved tools for future capital management, though actual usage will depend on later board decisions.

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.
Votes for Gabriela Weiss 247,651,204 votes Election as Class I director at 2026 AGM
Votes for auditor ratification 262,169,231 votes Ernst & Young LLP as auditor for year ending Dec. 31, 2026
Votes for say-on-pay 253,515,628 votes Advisory approval of named executive officer compensation
Annual say-on-pay frequency support 254,069,090 votes Votes favoring one-year frequency for advisory pay votes
Votes for share repurchase authorization 265,812,207 votes Authorization to make market purchases of ordinary shares
Votes for capital reduction 265,704,195 votes Special resolution for capital reduction and distributable reserves
broker non-votes financial
"For | Against | Abstain | Broker Non-Votes"
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.
non-binding advisory vote regulatory
"Ratification, in a non-binding advisory vote, of the selection"
A non-binding advisory vote is a shareholder vote that expresses investors’ opinion on a proposal (such as executive pay, corporate policy, or governance practices) but does not legally force the company to act. Think of it like a customer survey: it signals whether owners approve or disapprove and can pressure boards and managers to change course, so investors watch the result as an indicator of governance risk and potential future shifts in company strategy or leadership.
named executive officers financial
"Approval, on an advisory basis, of the compensation of the Company’s named executive officers"
Named executive officers are the senior company leaders whose names, roles and compensation are singled out in required regulatory filings; this typically includes the chief executive, chief financial officer and the next highest‑paid senior officers. Investors treat this list like a team roster — it shows who makes key decisions, how they are paid and whether incentives align with shareholder interests, so changes or pay patterns can signal governance quality, risk or strategic shifts.
market purchases of ordinary shares financial
"Authorization of the Company and/or any subsidiary of the Company to make market purchases of ordinary shares"
treasury shares financial
"Determination of the price range at which the Company can re-allot treasury shares"
Treasury shares are a company’s own stock that it has repurchased and keeps on its books instead of canceling or leaving in the hands of outside investors. Think of them like coupons a business puts back in a drawer: they don’t vote or receive dividends while held, but they can be reissued later for employee pay or fundraising. For investors this matters because buybacks change the number of shares that count toward earnings and ownership, can boost per‑share metrics, and use corporate cash that might otherwise go to growth or dividends.
Special Resolution under Irish law regulatory
"Approval of the capital reduction and the creation of distributable reserves (Special Resolution under Irish law)"
0002054696False00020546962026-05-212026-05-21

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 21, 2026
___________________________________
Image_0.jpg
NIQ Global Intelligence plc
(Exact name of registrant as specified in its charter)
___________________________________
Ireland
(State or other jurisdiction of
incorporation or organization)
001-42763
(Commission File Number)
Not applicable
(I.R.S. Employer Identification No.)
200 West Jackson Boulevard, Chicago, Illinois, 60606
(Address of principal executive offices) (Zip code)
(312) 583-5100
(Registrant's telephone number, including area code)
___________________________________

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 (s)
Name of each exchange on which registered
Ordinary shares, nominal value $0.00001 per share
NIQ
New York Stock Exchange
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 12b-2 of the Exchange Act (§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 Thursday, May 21, 2026, NIQ Global Intelligence plc (the “Company”) held its 2026 Annual General Meeting of Shareholders (the “AGM”) in Dublin, Ireland.

Set forth below are the final voting results for each proposal submitted to a vote of the Company’s shareholders at the AGM, as certified by the inspector of elections for the AGM. These proposals are described in further detail in the Definitive Proxy Statement on Schedule 14A that the Company filed with the U.S. Securities and Exchange Commission on April 9, 2026.

Proposals 1(a)-(d). Election, by separate resolutions, the four Class I director nominees named in this proxy statement to the board of directors, to serve until the conclusion of the Company’s 2029 annual general meeting:
Nominees
For
Against
Abstain
Broker Non-Votes
(a)
Gabriela Weiss247,651,2048,958,73083,0559,323,504
(b)
Racquel Harris Mason247,027,7549,581,58183,6549,323,504
(c)
Charlotte Simonelli244,049,03612,560,89883,0559,323,504
(d)
Todd Lachman244,078,91512,530,42083,6549,323,504

All nominees were duly elected.

Proposal 2. Ratification, in a non-binding advisory vote, of the selection of Ernst & Young LLP as the Company’s independent auditor for the fiscal year ending December 31, 2026 and authorization, in a binding vote, of the board of directors, acting through the audit committee, to set the independent auditor’s remuneration:
For
Against
Abstain
Broker Non-Votes
262,169,2313,763,02884,234N/A

The appointment of Ernst & Young LLP as the independent auditor for the fiscal year ending December 31, 2026 was ratified.

Proposal 3. Approval, on an advisory basis, of the compensation of the Company’s named executive officers:
For
Against
Abstain
Broker Non-Votes
253,515,6283,094,18783,1749,323,504

The proposal was approved.

Proposal 4. Approval, on an advisory basis, of the frequency of future advisory votes to approve the compensation of the Company’s named executive officers:
1 Year
2 Years
3 Years
Abstain
Broker Non-Votes
254,069,0904822,542,60680,8119,323,504

The advisory vote approved the frequency of voting on executive compensation to be every one year.

Proposal 5. Authorization of the Company and/or any subsidiary of the Company to make market purchases of ordinary shares of the Company:
For
Against
Abstain
Broker Non-Votes
265,812,207173,81430,4720

The proposal was approved.




Proposal 6. Determination of the price range at which the Company can re-allot treasury shares (Special Resolution under Irish law):
For
Against
Abstain
Broker Non-Votes
265,720,147219,50076,8460

The proposal was approved.

Proposal 7. Approval of the capital reduction and the creation of distributable reserves (Special Resolution under Irish law):
For
Against
Abstain
Broker Non-Votes
265,704,195180,946131,3520

The proposal was approved.

5.07(d)

In accordance with the recommendation of the Company’s board of directors, the Company’s shareholders approved, on an advisory basis, one year as the frequency for holding future advisory votes to approve the compensation of the Company’s named executive officers. In light of such approval, the Company intends to hold an advisory vote on the compensation of the Company's named executive officers on an annual basis until the next required vote on the frequency of an advisory vote to approve named executive officer compensation.

SIGNATURES

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.

NIQ Global Intelligence plc
(Registrant)
Date:May 26, 2026/s/ John Blenke
John Blenke
Chief Legal Officer




FAQ

What did NIQ (NIQ) shareholders decide at the 2026 annual meeting?

Shareholders approved all 2026 AGM proposals, including electing four Class I directors, ratifying Ernst & Young as auditor, supporting executive pay, selecting annual say-on-pay votes, authorizing share repurchases, setting a treasury share price range, and approving a capital reduction with distributable reserves.

Were NIQ Global Intelligence (NIQ) director nominees elected at the 2026 AGM?

All four Class I director nominees were elected with strong majorities. For example, Gabriela Weiss received 247,651,204 votes for and 8,958,730 against, with limited abstentions and broker non-votes, securing her term through the 2029 annual general meeting of shareholders.

Did NIQ (NIQ) shareholders approve the company’s auditor for 2026?

Yes. Shareholders ratified Ernst & Young LLP as NIQ’s independent auditor for the fiscal year ending December 31, 2026, with 262,169,231 votes for and 3,763,028 against. They also authorized the board’s audit committee to determine the auditor’s remuneration for that period.

How did NIQ (NIQ) shareholders vote on executive compensation in 2026?

Shareholders approved, on an advisory basis, the compensation of NIQ’s named executive officers with 253,515,628 votes for and 3,094,187 against. They also supported holding future advisory votes on executive pay every one year, rather than less frequent alternatives presented on the ballot.

Did NIQ (NIQ) receive authorization for share repurchases at the 2026 AGM?

Yes. Shareholders authorized NIQ and its subsidiaries to make market purchases of the company’s ordinary shares, with 265,812,207 votes for, 173,814 against and 30,472 abstaining. The meeting also approved a price range for re-allotment of treasury shares under Irish law governance requirements.

What capital structure changes did NIQ (NIQ) shareholders approve in 2026?

Shareholders approved a special resolution for capital reduction and creation of distributable reserves, with 265,704,195 votes for and 180,946 against. This step, taken under Irish law, gives NIQ additional flexibility to hold reserves that can potentially support future distributions or corporate purposes.

Filing Exhibits & Attachments

3 documents