What did OI share owners vote on at the May 13, 2026 annual meeting?

Share owners voted on electing directors, ratifying the independent auditor, and approving named executive officer pay. All board nominees were elected, Ernst & Young LLP was ratified, and executive compensation received majority support in an advisory, non-binding vote.

Did OI share owners approve executive compensation in 2026 say-on-pay voting?

Yes. The advisory vote on named executive officer compensation passed with 126,880,688 votes for, 4,831,872 against, 745,658 abstentions, and 7,318,473 broker non-votes, indicating majority support for the company’s executive pay program on a non-binding basis.

O-I Glass (NYSE: OI) share owners back directors, auditor and pay in 2026 vote

Filing Impact

(Moderate)

Filing Sentiment

(Neutral)

Form Type

8-K

Rhea-AI Filing Summary

O-I Glass, Inc. reported the results of its Annual Meeting of share owners held on May 13, 2026. On the record date of March 18, 2026, there were 153,284,461 common shares outstanding and entitled to vote.

All director nominees were elected for one-year terms, each receiving over 126 million votes in favor, with broker non-votes reported for each nominee. Share owners also ratified the appointment of Ernst & Young LLP as independent registered public accounting firm for the fiscal year ending December 31, 2026, with 132,246,776 votes for and no broker non-votes. In addition, the advisory (non-binding) vote to approve named executive officer compensation passed with 126,880,688 votes for, 4,831,872 against, and 7,318,473 broker non-votes.

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 outstanding on record date: 153,284,461 shares Auditor ratification votes for: 132,246,776 votes Auditor ratification votes against: 6,638,464 votes +4 more

7 metrics

Shares outstanding on record date 153,284,461 shares Common stock outstanding as of March 18, 2026

Auditor ratification votes for 132,246,776 votes Ernst & Young LLP ratified for fiscal year ending December 31, 2026

Auditor ratification votes against 6,638,464 votes Appointment of Ernst & Young LLP

Say-on-pay votes for 126,880,688 votes Advisory approval of named executive officer compensation

Say-on-pay votes against 4,831,872 votes Advisory executive compensation proposal

Samuel R. Chapin votes for 128,906,417 votes Election to Board of Directors, one-year term

Broker non-votes on director elections 7,318,473 votes Reported for each director nominee

Key Terms

broker non-votes, independent registered public accounting firm, advisory (non-binding) vote, record date, +1 more

5 terms

broker non-votes financial

"Abstentions | | | Broker Non-Votes | Samuel R. Chapin ... 7,318,473"

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

"appointment of Ernst & Young 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.

advisory (non-binding) vote financial

"The compensation of the Company’s named executive officers was approved by an advisory (non-binding) vote"

record date financial

"On the record date of March 18, 2026, there were 153,284,461 shares"

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.

Annual Meeting financial

"The Annual Meeting was held on May 13, 2026."

A company's annual meeting is a yearly gathering where owners (shareholders) and the board review performance, ask questions, and vote on key matters like electing directors, approving auditor choices, and sometimes setting pay or dividend policies. For investors it matters because decisions made and votes cast can change who runs the company, influence strategy and payouts, and affect the value or direction of their investment—similar to a homeowners’ meeting where rules and leaders that shape your property’s value are decided.

Understanding 8-K Material Events →

05/13/2026 - 04:30 PM

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

May 13, 2026

Date of Report (Date of earliest event reported)

O-I GLASS, INC.

(Exact name of registrant as specified in its charter)

Delaware		1-9576		22-2781933
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

One Michael Owens Way

Perrysburg, Ohio

(Address of principal executive offices)

43551-2999

(Zip Code)

(567) 336-5000

(Registrant’s telephone number, including area code)

(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 $.01 per share	OI	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.

The Annual Meeting was held on May 13, 2026. On the record date of March 18, 2026, there were 153,284,461 shares of the Company’s common stock outstanding. The following proposals were submitted to a vote of the share owners at the Annual Meeting, each of which is described in detail in the Proxy Statement:

Proposal 1 – Election of Directors:

Each of the nominees for the Company’s Board of Directors was elected to serve a one-year term by a vote of the share owners as follows:

	Aggregate Vote
Name	For		Against		Abstentions		Broker Non-Votes
Samuel R. Chapin		128,906,417		2,610,427		941,374		7,318,473
David V. Clark, II		126,867,269		4,640,360		950,589		7,318,473
Eugenio Garza y Garza		129,078,465		2,508,773		870,980		7,318,473
Gordon J. Hardie		128,766,168		3,022,450		669,600		7,318,473
John Humphrey		128,447,665		3,148,379		862,174		7,318,473
Iain J. Mackay		129,091,028		2,496,490		870,700		7,318,473
Hari N. Nair		126,550,406		4,971,027		936,785		7,318,473
Cheri Phyfer		128,680,137		2,452,673		1,325,408		7,318,473
Catherine I. Slater		128,340,633		3,264,494		853,091		7,318,473
Carol A. Williams		127,388,187		4,165,134		904,897		7,318,473

Proposal 2 – Ratification of Appointment of Independent Registered Public Accounting Firm:

The appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026 was ratified by a vote of the share owners as follows:

Aggregate Vote
For		Against		Abstentions		Broker Non-Votes
	132,246,776		6,638,464		891,451		0

Proposal 3 – Advisory Vote to Approve Named Executive Officer Compensation:

The compensation of the Company’s named executive officers was approved by an advisory (non-binding) vote of the share owners as follows:

Aggregate Vote
For		Against		Abstentions		Broker Non-Votes
	126,880,688		4,831,872		745,658		7,318,473

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.

	O-I GLASS, INC.

Date: May 13, 2026	By:	/s/ John A. Haudrich
		John A. Haudrich
		Senior Vice President and Chief Financial Officer

Source: View Original Filing on SEC EDGAR

FAQ

How many OI shares were eligible to vote at the 2026 annual meeting?

A total of 153,284,461 shares of O-I Glass common stock were outstanding and entitled to vote as of the March 18, 2026 record date. These shares formed the basis for quorum and voting power at the May 13, 2026 annual meeting.

Was Ernst & Young LLP ratified as OI’s independent auditor for 2026?

Yes. Share owners ratified Ernst & Young LLP as O-I Glass’s independent registered public accounting firm for the fiscal year ending December 31, 2026, with 132,246,776 votes for, 6,638,464 against, 891,451 abstentions, and no broker non-votes reported.

Were all OI board nominees elected at the 2026 annual meeting?

All listed director nominees, including Samuel R. Chapin and others, were elected to one-year terms. Each nominee received more than 126 million votes for, with smaller numbers of votes against, some abstentions, and 7,318,473 broker non-votes recorded for each candidate.

Filing Exhibits & Attachments

3 documents