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PPL (NYSE: PPL) investors back board, renew stock plan and auditor

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

Rhea-AI Filing Summary

PPL Corporation reported results of its 2026 Annual Meeting of Shareowners held on May 13, 2026. Shareowners elected all nine director nominees, each receiving over 585 million votes in favor, with broker non-votes just over 69 million for each nominee.

Shareowners also approved, on an advisory basis, the 2025 compensation of the company’s named executive officers, with about 580,083,934 votes for and 18,747,637 against. They approved the PPL Corporation Second Amended and Restated 2012 Stock Incentive Plan, with 582,471,858 votes for, and ratified Deloitte & Touche LLP as independent registered public accounting firm for the year ending December 31, 2026, with 662,634,703 votes for.

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Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers Governance
Key personnel changes including departures, elections, or appointments of directors and executive officers.
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.
Say-on-pay votes for 580,083,934 votes Advisory approval of 2025 executive compensation
Stock plan votes for 582,471,858 votes Approval of Second Amended and Restated 2012 Stock Incentive Plan
Auditor ratification votes for 662,634,703 votes Ratification of Deloitte & Touche LLP for year ending December 31, 2026
Broker non-votes on key proposals 69,012,081 votes Broker non-votes on director, pay, and stock plan items
Votes for director Arthur P. Beattie 597,406,687 votes Election as director at 2026 Annual Meeting
Votes for director Phoebe A. Wood 582,220,225 votes Election as director at 2026 Annual Meeting
Second Amended and Restated 2012 Stock Incentive Plan financial
"approved the PPL Corporation Second Amended and Restated 2012 Stock Incentive Plan (the "Second A&R SIP")."
advisory basis regulatory
"Approved, on an advisory basis, the 2025 compensation of the Company's named executive officers."
independent registered public accounting firm regulatory
"Ratified the appointment of Deloitte & Touche LLP as the Company's independent registered public accounting firm for the year ending December 31, 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.
broker non-vote financial
"For Against Abstain Broker Non-Vote 580,083,934 18,747,637 2,196,382 69,012,081"
Annual Meeting of Shareowners regulatory
"At the Annual Meeting of Shareowners of the Company held on May 13, 2026, the shareowners"
Understanding 8-K Material Events →
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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 13, 2026
 
Commission File
Number
Registrant;
State of Incorporation;
Address and Telephone Number
IRS Employer
Identification No.
   
1-11459PPL Corporation23-2758192
(Exact name of Registrant as specified in its charter)
Pennsylvania
645 Hamilton Street
Allentown,PA18101
(610) 774-5151
 
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 of PPL Corporation
PPL
New York Stock Exchange
Junior Subordinated Notes of PPL Capital Funding, Inc.
2007 Series A due 2067
PPL/67
New York Stock Exchange
Corporate Units of PPL CorporationPPLCNew 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. ☐



Section 5 - Corporate Governance and Management

Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

As described below in Item 5.07 of this Current Report on Form 8-K, on May 13, 2026, at the 2026 Annual Meeting of Shareowners (the "Annual Meeting") of PPL Corporation (the "Company"), the shareowners of the Company approved the PPL Corporation Second Amended and Restated 2012 Stock Incentive Plan (the "Second A&R SIP"). The Second A&R SIP became effective upon receipt of shareowner approval on May 13, 2026 at the Annual Meeting.

A detailed summary of the material features of the Second A&R SIP is set forth in Proposal 3 of the Company's definitive proxy statement filed with the Securities and Exchange Commission on April 1, 2026, which description is incorporated herein by reference. The foregoing description of the Second A&R SIP is qualified in its entirety by reference to the full text of the Second A&R SIP, which is filed as Exhibit 10.1 hereto and incorporated herein by reference.

Item 5.07. Submission of Matters to a Vote of Security Holders

At the Annual Meeting of Shareowners of the Company held on May 13, 2026, the shareowners:

Elected all nine nominees for the office of director. The votes for individual nominees were:
Number of Votes
ForAgainstAbstainBroker
Non-Vote
Arthur P. Beattie597,406,6872,708,599912,66769,012,081
Raja Rajamannar591,713,1208,355,246959,58769,012,081
Heather B. Redman597,251,9392,839,974936,04069,012,081
Craig A. Rogerson585,640,56514,497,403889,98569,012,081
Vincent Sorgi595,062,6875,028,151937,11569,012,081
Linda G. Sullivan591,126,4249,054,086847,44369,012,081
Keith H. Williamson586,715,59613,385,229927,12869,012,081
Phoebe A. Wood582,220,22517,856,806950,92269,012,081
Armando Zagalo de Lima592,113,0517,891,8651,023,03769,012,081




Approved, on an advisory basis, the 2025 compensation of the Company's named executive officers.
ForAgainstAbstainBroker
Non-Vote
580,083,93418,747,6372,196,38269,012,081


Approved the PPL Corporation Second Amended and Restated 2012 Stock Incentive Plan.
ForAgainstAbstainBroker
Non-Vote
582,471,85816,548,5212,007,57469,012,081


Ratified the appointment of Deloitte & Touche LLP as the Company's independent registered public accounting firm for the year ending December 31, 2026.
ForAgainstAbstainBroker
Non-Vote
662,634,7036,313,1671,092,1640

Section 9 - Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits

(d)Exhibits
10.1 -
PPL Corporation Second Amended and Restated 2012 Stock Incentive Plan.
104 -Cover Page Interactive Data File (the Cover Page Interactive Data File is embedded within the Inline XBRL document).


SIGNATURE
 
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.
  
PPL CORPORATION
By:/s/ Marlene C. Beers
Marlene C. Beers
Vice President and Controller
 
  
Dated:  May 13, 2026


Source: View Original Filing on SEC EDGAR

FAQ

What did PPL (PPL) shareowners decide at the 2026 Annual Meeting?

PPL shareowners elected all nine director nominees and approved key proposals. They backed executive pay for 2025 on an advisory basis, renewed the 2012 Stock Incentive Plan, and ratified Deloitte & Touche as independent auditor for 2026.

How did PPL (PPL) shareowners vote on the 2025 executive compensation?

PPL shareowners approved 2025 executive compensation on an advisory basis with 580,083,934 votes for, 18,747,637 against, and 2,196,382 abstentions. There were 69,012,081 broker non-votes, indicating broad but not unanimous support for the pay program.

Was the PPL Second Amended and Restated 2012 Stock Incentive Plan approved?

Yes, shareowners approved the PPL Second Amended and Restated 2012 Stock Incentive Plan. The vote was 582,471,858 for, 16,548,521 against, and 2,007,574 abstentions, with 69,012,081 broker non-votes, enabling continued use of equity-based incentives.

Which auditor did PPL (PPL) shareowners ratify for the 2026 fiscal year?

Shareowners ratified Deloitte & Touche LLP as PPL’s independent registered public accounting firm for the year ending December 31, 2026. The ratification received 662,634,703 votes for, 6,313,167 against, and 1,092,164 abstentions, with no broker non-votes.

Were all PPL (PPL) director nominees elected at the 2026 Annual Meeting?

All nine PPL director nominees were elected. Each received over 582 million votes in favor, with individual support levels ranging from about 582 million to 597 million votes, alongside 69,012,081 broker non-votes recorded for each nominee.

When did the PPL Second Amended and Restated 2012 Stock Incentive Plan become effective?

The Second Amended and Restated 2012 Stock Incentive Plan became effective upon shareowner approval on May 13, 2026. That approval occurred at PPL Corporation’s 2026 Annual Meeting of Shareowners, aligning effectiveness directly with the meeting date.

Filing Exhibits & Attachments

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