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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):
June 3, 2026
PennyMac
Financial Services, Inc.
(formerly known as New PennyMac Financial Services,
Inc.)
(Exact name of registrant as specified in
its charter)
| Delaware |
001-38727 |
83-1098934 |
(State or other jurisdiction
of incorporation) |
(Commission File Number) |
(IRS Employer
Identification No.) |
3043
Townsgate Road,
Westlake Village,
California |
|
91361 |
(Address of principal executive
offices) |
|
(Zip Code) |
(818) 224-7442
(Registrant’s telephone number, including
area code)
Former name or former address, if changed
since last report: N/A
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 exchange on which
registered |
| Common Stock, $0.0001 par value |
|
PFSI |
|
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 (17 CFR §230.405) or Rule 12b-2 of the
Securities Exchange Act of 1934 (17 CFR §240.12b-2). 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.
On
June 3, 2026, PennyMac Financial Services, Inc. (the “Company”) held its Annual Meeting of Stockholders (the “Meeting”)
for the purpose of: (i) electing ten (10) director nominees to serve on the Board of Directors (the “Board”), each for a one-year
term expiring at the 2027 Annual Meeting of Stockholders; (ii) ratifying the appointment of Deloitte & Touche LLP as the Company’s
independent registered public accounting firm for the fiscal year ending December 31, 2026; and (iii) approving, by non-binding vote,
the Company’s executive compensation. The total number of shares of common stock entitled to vote as of the record date
was 51,923,059, of which 47,547,797 shares, or 91.6%, were present in person or by proxy.
Proposal
1: The election of ten (10) director nominees to serve on the Board, each for a one-year term expiring at the 2027 Annual Meeting
of Stockholders.
| Director | |
Votes For | | |
Votes Against | | |
Abstentions | | |
Broker Non-Votes | |
| David A. Spector | |
| 42,462,444 | | |
| 206,197 | | |
| 79,384 | | |
| 4,799,772 | |
| Doug Jones | |
| 42,438,823 | | |
| 230,534 | | |
| 78,668 | | |
| 4,799,772 | |
| Sunil Chandra | |
| 42,549,151 | | |
| 117,584 | | |
| 81,290 | | |
| 4,799,772 | |
| Jonathon S. Jacobson | |
| 41,821,686 | | |
| 847,759 | | |
| 78,580 | | |
| 4,799,772 | |
| Patrick Kinsella | |
| 42,521,407 | | |
| 147,577 | | |
| 79,041 | | |
| 4,799,772 | |
| Anne D. McCallion | |
| 42,579,466 | | |
| 84,803 | | |
| 83,756 | | |
| 4,799,772 | |
| Farhad Nanji | |
| 42,403,072 | | |
| 227,802 | | |
| 117,151 | | |
| 4,799,772 | |
| Jeffrey A. Perlowitz | |
| 42,602,569 | | |
| 66,388 | | |
| 79,068 | | |
| 4,799,772 | |
| Lisa M. Shalett | |
| 41,744,791 | | |
| 641,606 | | |
| 361,628 | | |
| 4,799,772 | |
| Theodore W. Tozer | |
| 42,602,365 | | |
| 66,791 | | |
| 78,869 | | |
| 4,799,772 | |
Proposal
2: Ratification of the appointment of Deloitte & Touche LLP as independent registered public accounting firm for the Company
for the fiscal year ending December 31, 2026.
| Votes For | | |
Votes Against | | |
Abstentions | | |
Broker Non-Votes | |
| | 47,183,413 | | |
| 284,212 | | |
| 80,172 | | |
| 0 | |
Proposal
3: Approval, by non-binding vote, of the Company’s executive compensation.
| Votes For | | |
Votes Against | | |
Abstentions | | |
Broker Non-Votes | |
| | 41,064,673 | | |
| 1,453,740 | | |
| 229,612 | | |
| 4,799,772 | |
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.
| |
PENNYMAC FINANCIAL SERVICES, INC. |
| |
|
| Date: June 4, 2026 |
/s/ Daniel S. Perotti |
| |
Daniel S. Perotti |
| |
Senior Managing Director and Chief Financial Officer |