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PAMT Corp (NASDAQ: PAMT) holders back directors, 2025 pay and auditor

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

Rhea-AI Filing Summary

PAMT Corp held its Annual Meeting of Shareholders on April 30, 2026. Shareholders elected nine directors to serve until the next annual meeting, with each nominee receiving more votes in favor than withheld.

Investors also approved the company’s 2025 executive compensation in a non-binding advisory vote. This resolution received 19,146,400 votes for, 247,974 against, 104,869 abstentions and 682,515 broker non-votes. In addition, shareholders ratified Grant Thornton LLP as PAMT Corp’s independent registered public accounting firm for calendar year 2026, with 20,081,339 votes for, 91,512 against and 8,907 abstentions.

Positive

  • None.

Negative

  • None.
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.
Directors elected 9 directors Annual Meeting of Shareholders on April 30, 2026
Say-on-pay votes for 19,146,400 votes Approval of 2025 executive compensation
Say-on-pay votes against 247,974 votes Approval of 2025 executive compensation
Auditor ratification votes for 20,081,339 votes Ratification of Grant Thornton LLP for calendar year 2026
Auditor ratification votes against 91,512 votes Ratification of Grant Thornton LLP for calendar year 2026
Broker non-votes on say-on-pay 682,515 votes Advisory vote on 2025 executive compensation
Meeting date April 30, 2026 Annual Meeting of Shareholders
Annual Meeting of Shareholders financial
"The Company held its Annual Meeting of Shareholders on April 30, 2026"
A yearly gathering where a company’s owners (shareholders) vote on key items like electing the board, approving executive pay, and ratifying auditors, and receive updates on performance and strategy. Think of it as an annual town hall for owners: it matters to investors because outcomes and disclosures can affect leadership, corporate direction, dividend and governance policies, and therefore the company’s risk and potential return.
Broker Non-Votes financial
"Votes For | | Votes Withheld | | Broker Non-Votes Michael D. Bishop"
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
"the appointment of Grant Thornton LLP as the Company’s independent registered public accounting firm for the calendar year 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.
Emerging growth company regulatory
"Emerging growth company Item 5.07 Submission of Matters to a Vote of Security Holders"
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.
say-on-pay financial
"the compensation of the named executive officers of the Company for 2025 was approved"
A say-on-pay is a shareholder vote that gives investors a chance to approve or disapprove a company’s executive compensation packages, typically held at annual meetings. It matters because the vote signals investor satisfaction with how leaders are paid—like customers rating how well managers are rewarded—and can push boards to change pay plans, reducing governance risk and affecting investor confidence and stock value even though the vote is usually advisory rather than legally binding.
false 0000798287 0000798287 2026-04-30 2026-04-30
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 30, 2026
 
 
PAMT CORP
(Exact name of registrant as specified in its charter)
 
Nevada
 
0-15057
 
71-0633135
(State or other jurisdiction of incorporation)
 
(Commission File Number)
 
(I.R.S. Employer Identification No.)
 
297 West Henri De Tonti, Tontitown, Arkansas 72770
(Address of principal executive offices) (Zip Code)
 
Registrant’s telephone number, including area code: (479) 361-9111
 
 
N/A
 
 
(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 13c-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, $.01 par value
PAMT
NASDAQ Global Market
 
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 Company held its Annual Meeting of Shareholders on April 30, 2026, at which nine directors were elected to serve as the Board of Directors until the next Annual Meeting of Shareholders, the compensation of the named executive officers of the Company for 2025 was approved, and the appointment of Grant Thornton LLP as the Company’s independent registered public accounting firm for the calendar year 2026 was ratified by the Company’s shareholders. Final vote tabulations are indicated below:
 
 
(1)
Election of nine director nominees to serve until the date of the next Annual Meeting of Stockholders:
 
 
Votes For
 
Votes Withheld
 
Broker Non-Votes
Michael D. Bishop
19,037,997
 
461,246
 
682,515
Frederick P. Calderone
17,126,035
 
2,373,208
 
682,515
W. Scott Davis
18,832,328
 
666,915
 
682,515
Edwin J. Lukas
17,125,741
 
2,373,502
 
682,515
Franklin H. McLarty
19,030,516
 
468,727
 
682,515
H. Pete Montaño
19,038,297
 
460,946
 
682,515
Matthew J. Moroun
16,964,694
 
2,534,549
 
682,515
Matthew T. Moroun
16,563,257
 
2,935,986
 
682,515
Lance K. Stewart
16,857,841
 
2,641,402
 
682,515
           
 
(2)
Proposal to approve, on a non-binding advisory vote basis, named executive officer compensation for 2025:
 
Votes For
 
Votes Against
 
Abstentions
 
Broker Non-Votes
19,146,400
 
247,974
 
104,869
 
682,515
 
 
(3)
Proposal to ratify Grant Thornton LLP as the Company’s independent registered public accounting firm for 2026:
 
Votes For
 
Votes Against
 
Abstentions
 
Broker Non-Votes
20,081,339
 
91,512
 
8,907
 
0
 
No additional business or other matters came before the meeting or any adjournment thereof.
 
 

 
 
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.
 
   
PAMT CORP
   
(Registrant)
     
Date: May 5, 2026
By:
/s/ Daniel C. Kleine
   
Daniel C. Kleine
Senior Vice President of Finance and Treasurer
 
 

FAQ

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

Shareholders elected nine directors, approved 2025 executive compensation, and ratified Grant Thornton LLP as independent auditor for 2026. Each director received more votes for than withheld, and both the say-on-pay and auditor ratification proposals passed by wide voting margins.

Were PAMT (PAMT) directors re-elected with strong support?

All nine director nominees were elected, each receiving more votes for than withheld. For example, Michael D. Bishop received 19,037,997 votes for and 461,246 withheld, while broker non-votes totaled 682,515, indicating broad shareholder support for the company’s board slate.

How did PAMT (PAMT) shareholders vote on 2025 executive compensation?

Shareholders approved PAMT’s 2025 executive compensation in an advisory vote. The proposal received 19,146,400 votes for, 247,974 against, 104,869 abstentions and 682,515 broker non-votes, showing clear overall support for the company’s named executive officer pay package for 2025.

Which audit firm did PAMT (PAMT) shareholders ratify for 2026?

Shareholders ratified Grant Thornton LLP as PAMT Corp’s independent registered public accounting firm for calendar year 2026. The ratification received 20,081,339 votes for, 91,512 against and 8,907 abstentions, with no broker non-votes reported, confirming shareholder acceptance of the auditor choice.

Were there any other matters voted on at PAMT’s 2026 annual meeting?

No additional business came before the meeting. Shareholders only considered three items: election of nine directors, approval of 2025 executive compensation, and ratification of Grant Thornton LLP as independent registered public accounting firm for the 2026 calendar year.

Filing Exhibits & Attachments

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