STOCK TITAN

Philip Morris (NYSE: PM) investors back board, reject filter-cost proposal

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

Rhea-AI Filing Summary

Philip Morris International Inc. held its Annual Meeting of Shareholders, where a quorum of 1,262,402,035 shares of common stock was represented out of 1,558,530,268 shares outstanding as of the March 13, 2026 record date.

All ten nominated directors were elected, each receiving over 1.0 billion votes "For". Shareholders approved, on an advisory basis, the Company’s executive compensation with 1,058,797,023 votes in favor and 45,216,691 against. They also ratified the selection of PricewaterhouseCoopers SA as independent auditors for the fiscal year ending December 31, 2026, with 1,251,525,309 votes in favor.

A shareholder proposal requesting a report on filter cleanup costs and extended producer responsibility laws for filters received 51,045,096 votes "For" and 1,044,989,103 votes "Against", and was therefore defeated.

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.
Shares outstanding 1,558,530,268 shares Common stock issued and outstanding as of March 13, 2026 record date
Quorum shares represented 1,262,402,035 shares Common stock represented in person or by proxy at Annual Meeting
Say-on-pay For votes 1,058,797,023 votes Advisory vote approving executive compensation
Auditor ratification For votes 1,251,525,309 votes Ratification of PricewaterhouseCoopers SA for fiscal year ending December 31, 2026
Filter report proposal For votes 51,045,096 votes Shareholder proposal on filter cleanup costs and extended producer responsibility
Filter report proposal Against votes 1,044,989,103 votes Votes opposing shareholder proposal on filter cleanup costs
Director example For votes 1,101,901,996 votes Votes For director nominee Brant Bonin Bough
Annual Meeting of Shareholders financial
"On May 6, 2026, Philip Morris International Inc. (the “Company”) held its Annual Meeting of Shareholders"
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-Vote financial
"Name | For | Against | Abstain | Broker Non-Vote"
advisory vote financial
"The proposal was approved on an advisory basis."
An advisory vote is a shareholder poll that expresses investors’ approval or concern about a company’s policy, executive pay, board decisions or other governance matters but does not legally force the company to act. Think of it like a customer survey: it signals investor sentiment and can pressure management to change course, so investors watch the result as a guide to future governance, risk and potential shifts in strategy.
independent auditors financial
"Ratification of the Selection of PricewaterhouseCoopers SA as Independent Auditors"
Independent auditors are outside, licensed accountants who examine a company’s books, records and internal controls and issue an objective opinion on whether the financial statements accurately reflect the business’s financial position. Investors treat their report like a neutral inspector’s stamp — it increases trust, makes financial results easier to compare, and alerts readers if there are errors, omissions or other problems that could affect investment decisions.
extended producer responsibility laws financial
"Shareholder Proposal to Issue a Report on Filter Cleanup Costs and Extended Producer Responsibility Laws for Filters."
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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 6, 2026



Philip Morris International Inc.
(Exact name of registrant as specified in its charter)

Virginia
1-33708
13-3435103
(State or other jurisdiction
of incorporation)
(Commission File Number)
(I.R.S. Employer
Identification No.)

677 Washington Blvd, Ste. 1100StamfordConnecticut06901
(Address of principal executive offices)(Zip Code)


Registrant's telephone number, including area code: (203905-2410
(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 classTrading Symbol(s)Name of each exchange on which registered
Common Stock, no par valuePMNew York Stock Exchange
0.125% Notes due 2026PM26BNew York Stock Exchange
3.125% Notes due 2027PM27New York Stock Exchange
3.125% Notes due 2028PM28New York Stock Exchange
2.875% Notes due 2029PM29New York Stock Exchange
3.375% Notes due 2029PM29ANew York Stock Exchange
2.750% Notes due 2029PM29DNew York Stock Exchange
3.750% Notes due 2031PM31BNew York Stock Exchange
0.800% Notes due 2031PM31New York Stock Exchange
3.250% Notes due 2032PM32New York Stock Exchange
3.125% Notes due 2033PM33New York Stock Exchange
2.000% Notes due 2036PM36New York Stock Exchange
1.875% Notes due 2037PM37ANew York Stock Exchange
6.375% Notes due 2038PM38New York Stock Exchange
1.450% Notes due 2039PM39New York Stock Exchange
4.375% Notes due 2041PM41New York Stock Exchange
4.500% Notes due 2042PM42New York Stock Exchange
3.875% Notes due 2042PM42ANew York Stock Exchange
4.125% Notes due 2043PM43New York Stock Exchange
4.875% Notes due 2043PM43ANew York Stock Exchange
4.250% Notes due 2044PM44New 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.
On May 6, 2026, Philip Morris International Inc. (the “Company”) held its Annual Meeting of Shareholders (“Annual Meeting”). On the record date of March 13, 2026, there were 1,558,530,268 shares of common stock issued and outstanding. At the Annual Meeting a quorum of 1,262,402,035 shares of common stock was represented in person or by proxy. The matters voted upon at the Annual Meeting and the results of such voting are set forth below:

Proposal 1: Election of Directors of the Company.


NameForAgainstAbstainBroker Non-Vote
Brant Bonin Bough1,101,901,9964,199,493996,228155,304,318
André Calantzopoulos1,085,982,10120,187,871927,745155,304,318
Michel Combes1,095,772,31710,340,503984,897155,304,318
Werner Geissler1,070,423,71935,697,712976,286155,304,318
Victoria Harker1,102,558,9733,583,350955,394155,304,318
Lisa A. Hook1,078,481,71027,646,389969,618155,304,318
Kalpana Morparia1,039,435,90666,654,6681,007,143155,304,318
Jacek Olczak1,099,128,2977,015,968953,452155,304,318
Robert B. Polet1,073,486,08332,632,945978,689155,304,318
Shlomo Yanai1,094,723,61611,329,9021,044,199155,304,318

All director nominees were duly elected.


Proposal 2: Advisory Vote Approving Executive Compensation.

ForAgainstAbstainBroker Non-Vote
1,058,797,02345,216,6913,084,003155,304,318

The proposal was approved on an advisory basis.


Proposal 3: Ratification of the Selection of PricewaterhouseCoopers SA as Independent Auditors for the fiscal year ending December 31, 2026.

ForAgainstAbstain
1,251,525,3099,376,6451,500,081

The proposal was approved.


Proposal 4: Shareholder Proposal to Issue a Report on Filter Cleanup Costs and Extended Producer Responsibility Laws for Filters.

ForAgainstAbstainBroker Non-Vote
51,045,0961,044,989,10311,063,518155,304,318

The proposal was defeated.



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.

PHILIP MORRIS INTERNATIONAL INC.
By:/s/ DARLENE QUASHIE HENRY
Name:Darlene Quashie Henry
Title:Vice President, Associate General Counsel & Corporate Secretary
Date: May 8, 2026


FAQ

What was the quorum at Philip Morris International (PM)'s 2026 annual meeting?

A quorum of 1,262,402,035 common shares was represented at the meeting. This compares with 1,558,530,268 shares of common stock issued and outstanding as of the March 13, 2026 record date, indicating broad shareholder participation.

Were Philip Morris International (PM)'s director nominees elected at the 2026 annual meeting?

All ten director nominees were elected, each receiving over 1.0 billion votes in favor. For example, Brant Bonin Bough received 1,101,901,996 votes "For" and André Calantzopoulos received 1,085,982,101 votes "For", confirming strong shareholder support.

How did Philip Morris International (PM) shareholders vote on executive compensation in 2026?

Shareholders approved the advisory vote on executive compensation. The proposal received 1,058,797,023 votes "For", 45,216,691 votes "Against", and 3,084,003 abstentions, with 155,304,318 broker non-votes, indicating majority support for the Company’s pay programs.

Did Philip Morris International (PM) shareholders ratify the independent auditors for 2026?

Yes. Shareholders ratified PricewaterhouseCoopers SA as independent auditors for the fiscal year ending December 31, 2026. The ratification received 1,251,525,309 votes "For", 9,376,645 "Against", and 1,500,081 abstentions, reflecting strong support for the audit firm.

What happened to the shareholder proposal on filter cleanup costs at Philip Morris International (PM)?

The shareholder proposal requesting a report on filter cleanup costs and extended producer responsibility laws for filters was defeated. It received 51,045,096 votes "For", 1,044,989,103 "Against", 11,063,518 abstentions, and 155,304,318 broker non-votes.

Which securities of Philip Morris International (PM) are listed on the New York Stock Exchange?

Philip Morris International’s common stock, no par value, trades under the symbol PM. Multiple series of notes, including 0.125% Notes due 2026 and 4.250% Notes due 2044, are also listed on the New York Stock Exchange under various symbols like PM26B and PM44.

Filing Exhibits & Attachments

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