Phoenix Education Partners (PXED) shareholders back board slate and Deloitte at 2026 meeting

Rhea-AI Filing Summary

Phoenix Education Partners, Inc. held its 2026 annual meeting of stockholders on February 12, 2026. Stockholders elected three Class I director nominees—Peter Cohen, Itai Wallach, and Johannes Worsoe—each to serve until the 2029 annual meeting of stockholders or until a successor is elected and qualified.

Support for the nominees was strong, with Peter Cohen receiving 32,460,035 votes for, Itai Wallach receiving 31,534,392, and Johannes Worsoe receiving 31,943,898, with broker non-votes recorded in each case. Stockholders also ratified the appointment of Deloitte & Touche LLP as independent registered public accounting firm for the fiscal year ending August 31, 2026, with 34,309,640 votes for and 99.2% approval based on votes cast.

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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): February 12, 2026

Phoenix Education Partners, Inc.

(Exact name of Registrant as Specified in Its Charter)

Delaware			001-42899	38-3922540
(State or Other Jurisdiction of Incorporation)			(Commission File Number)	(IRS Employer Identification No.)
4035 S. Riverpoint Parkway
Phoenix, Arizona				85040
(Address of Principal Executive Offices)				(Zip Code)

Registrant’s Telephone Number, Including Area Code: (800) 990-2765

(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 class		Trading Symbol(s)		Name of each exchange on which registered
Common Stock, par value $0.01 per share		PXED		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 (§ 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.

Phoenix Education Partners, Inc. (the "Company") held its annual meeting of stockholders on February 12, 2026 ("2026 Annual Meeting"). At the 2026 Annual Meeting, stockholders elected the three Class I director nominees nominated by the Board and ratified the appointment of Deloitte & Touche LLP as the Company's independent registered public accounting firm for the 2026 fiscal year. The term of each Class I director will expire at the Company's 2029 annual meeting of stockholders or until his successor has been duly elected and qualified. The results for the 2026 Annual Meeting are set forth below:

Election of Class I Director Nominees

DIRECTOR	FOR	%1	AGAINST	ABSTENTIONS	BROKER NON-VOTES
Peter Cohen	32,460,035	94.2	1,997,366	56	117,589
Itai Wallach	31,534,392	91.5	2,919,615	3,450	117,589
Johannes Worsoe	31,943,898	92.7	2,513,489	70	117,589

Ratification of the Appointment of Deloitte & Touche LLP as the Company's Independent Registered Public Accounting Firm for the Fiscal Year Ending August 31, 2026

FOR	%2	AGAINST	ABSTENTIONS	BROKER NON-VOTES
34,309,640	99.2	265,391	15	--

1 Votes cast for the proposal as a percentage of total votes cast for and against.

2 Votes cast for the proposal as a percentage of total votes cast for and against and abstentions.

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.

Date:	February 13, 2026	By:	/s/ Srini Medi
			Srini Medi Chief Legal Officer and Secretary

FAQ

What did Phoenix Education Partners (PXED) stockholders vote on at the 2026 annual meeting?

Stockholders voted on board elections and the auditor. They elected three Class I directors and ratified Deloitte & Touche LLP as the independent registered public accounting firm for the fiscal year ending August 31, 2026.

Who was elected as a Class I director of Phoenix Education Partners (PXED)?

Three Class I directors were elected. Stockholders elected Peter Cohen, Itai Wallach, and Johannes Worsoe as Class I directors, each to serve until the company’s 2029 annual meeting of stockholders or until a successor is duly elected and qualified.

How strong was support for Phoenix Education Partners (PXED) director nominees?

Support for the director nominees was high. Peter Cohen received 32,460,035 votes for, Itai Wallach 31,534,392, and Johannes Worsoe 31,943,898, with each candidate receiving a large majority of votes cast in favor relative to votes against.

Which audit firm did Phoenix Education Partners (PXED) stockholders ratify for fiscal 2026?

Stockholders ratified Deloitte & Touche LLP. The firm was approved as the independent registered public accounting firm for the fiscal year ending August 31, 2026, receiving 34,309,640 votes for, 265,391 against, and 15 abstentions.

What percentage of votes supported Deloitte & Touche LLP at PXED’s 2026 meeting?

Deloitte & Touche LLP received 99.2% support. The 99.2% figure reflects votes cast for the ratification proposal as a percentage of total votes cast for, against, and abstentions at the annual meeting.

When will the terms of the Class I directors at Phoenix Education Partners (PXED) expire?

The Class I director terms run through the 2029 annual meeting. Each elected Class I director will serve until Phoenix Education Partners’ 2029 annual meeting of stockholders, or until his successor has been duly elected and qualified.

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