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Pennant Group (NASDAQ: PNTG) investors back directors, auditor and pay

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

Rhea-AI Filing Summary

The Pennant Group, Inc. held its Annual Meeting of Stockholders on May 14, 2026, with 30,486,574 common shares present out of 34,953,297 shares entitled to vote as of March 17, 2026. Stockholders elected three Class I directors to serve until the 2029 Annual Meeting. They also ratified Deloitte & Touche LLP as independent registered public accounting firm for the year ending December 31, 2026. In an advisory vote, stockholders approved the compensation of the company’s named executive officers as disclosed in the proxy materials.

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.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Shares entitled to vote 34,953,297 shares Common stock entitled to vote as of March 17, 2026
Shares present at meeting 30,486,574 shares Common shares present in person or by proxy at Annual Meeting
Votes for auditor ratification 30,375,069 votes For Deloitte & Touche LLP as 2026 independent registered public accounting firm
Say-on-pay votes for 21,632,263 votes For approval of named executive officer compensation on advisory basis
Director votes for Christensen 21,611,718 votes For election of Christopher R. Christensen as Class I director
Director votes for Guerisoli 22,632,321 votes For election of Brent J. Guerisoli as Class I director
Annual Meeting of Stockholders financial
"The Pennant Group, Inc. (the “Corporation”) held its Annual Meeting of Stockholders (the “Annual Meeting”) on May 14, 2026."
broker non-votes financial
"Votes For | Votes Against | Abstentions | Broker Non-Votes 21,632,263 | 5,954,153 | 26,138 | 2,874,020"
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 selection of Deloitte & Touche LLP as our independent registered public accounting firm for the year ending December 31, 2026, was ratified"
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.
named executive officers financial
"The compensation paid to the company's named executive officers, as disclosed pursuant to Item 402 of Regulation S-K"
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.
Compensation Discussion and Analysis financial
"including the Compensation Discussion and Analysis, compensation tables and narrative discussion, was approved on an advisory basis"
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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 20, 2026 (May 14, 2026)
The Pennant Group, Inc.
(Exact name of registrant as specified in its charter)
     
Delaware 001-38900 83-3349931
     
(State or other jurisdiction
of incorporation)
 (Commission File Number) (IRS Employer Identification No.)
1675 E Riverside Drive, Suite 150,
Eagle, ID 83616
 
(Address of principal executive offices and Zip Code)
Registrant's telephone number, including area code: (208) 506-6100
Not Applicable
(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, par value $0.001 per sharePNTGNasdaq Global Select 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 Pennant Group, Inc. (the “Corporation”) held its Annual Meeting of Stockholders (the “Annual Meeting”) on May 14, 2026. The number of issued and outstanding shares of the Corporation’s common stock entitled to vote at the Annual Meeting was 34,953,297. These shares were issued and outstanding as of March 17, 2026, which was the record date for the Annual Meeting. There were present at the Annual Meeting, either in person or by proxy, 30,486,574 shares of the Corporation’s common stock. The matters voted upon at the Annual Meeting and the results of the votes were as follows:

1.The three nominees named below were elected by a majority of votes cast to serve as Class I directors of the board of directors, to serve until the 2029 Annual Meeting and until a successor is elected and qualified, and the voting results were as follows:

DirectorVotes ForVotes AgainstAbstentionsBroker Non-Votes
Christopher R. Christensen
21,611,718 5,992,508 8,328 2,874,020 
Brent J. Guerisoli22,632,321 4,971,871 8,362 2,874,020 
John G. Nackel, Ph.D.21,660,103 5,941,439 11,012 2,874,020 

2.The selection of Deloitte & Touche LLP as our independent registered public accounting firm for the year ending December 31, 2026, was ratified, and the voting results were as follows:

Votes ForVotes Against
Abstentions
30,375,069 102,215 9,290 

3.The compensation paid to the company's named executive officers, as disclosed pursuant to Item 402 of Regulation S-K, including the Compensation Discussion and Analysis, compensation tables and narrative discussion, was approved on an advisory basis, and the voting results were as follows:

Votes ForVotes AgainstAbstentionsBroker Non-Votes
21,632,263 5,954,153 26,138 2,874,020 














Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
   
Exhibit No. Description
104Cover Page Interactive Data File – the cover page XBRL tags are embedded within the Inline XBRL document.






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.
     
Dated: May 20, 2026
THE PENNANT GROUP, INC. 
 By:  /s/ KIRK S. CHENEY 
  Kirk S. Cheney 
  Corporate Secretary 
 


FAQ

What did Pennant Group (PNTG) shareholders vote on at the 2026 annual meeting?

Shareholders elected three Class I directors, ratified Deloitte & Touche LLP as independent registered public accounting firm for 2026, and approved on an advisory basis the compensation of named executive officers as disclosed in the company’s Compensation Discussion and Analysis.

How many Pennant Group (PNTG) shares were entitled to vote at the annual meeting?

A total of 34,953,297 common shares were issued, outstanding, and entitled to vote as of March 17, 2026, the record date for the Annual Meeting, establishing the base against which quorum and voting participation were measured.

Was there a quorum at The Pennant Group (PNTG) 2026 annual meeting?

Yes. There were 30,486,574 shares of common stock present in person or by proxy at the Annual Meeting, which is sufficient to constitute a quorum and allow the company to conduct official shareholder business and elections.

Which audit firm did Pennant Group (PNTG) shareholders ratify for 2026?

Shareholders ratified Deloitte & Touche LLP as the independent registered public accounting firm for the year ending December 31, 2026, with 30,375,069 votes for, 102,215 votes against, and 9,290 abstentions recorded in the proposal results.

How did Pennant Group (PNTG) shareholders vote on executive compensation?

In an advisory say-on-pay vote, 21,632,263 shares voted for approving named executive officer compensation, 5,954,153 voted against, and 26,138 abstained, with 2,874,020 broker non-votes, indicating overall shareholder support for the disclosed pay program.

Who were elected as Class I directors at Pennant Group (PNTG)?

Shareholders elected Christopher R. Christensen, Brent J. Guerisoli, and John G. Nackel, Ph.D. as Class I directors to serve until the 2029 Annual Meeting and until their successors are elected and qualified, based on majority votes cast for each nominee.

Filing Exhibits & Attachments

3 documents