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Reynolds Consumer (NASDAQ: REYN) shareholders back directors, pay and auditor

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

Rhea-AI Filing Summary

Reynolds Consumer Products Inc. reported results from its Annual Meeting of Stockholders held on April 29, 2026. Stockholders elected Class II directors Marla Gottschalk, Scott Huckins, and Rolf Stangl to serve until the 2029 annual meeting, with each receiving substantially more votes for than withheld.

Stockholders also ratified the appointment of PricewaterhouseCoopers LLP as independent registered public accounting firm for the fiscal year ending December 31, 2026, with 207,167,077 votes for, 87,511 against, and 110,150 abstentions. In addition, an advisory vote to approve the compensation of the named executive officers passed, receiving 202,117,775 votes for, 2,060,937 against, 193,556 abstentions, and 2,992,470 broker non-votes.

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.
Votes for Gottschalk 195,945,791 votes Election as Class II director
Votes for Huckins 181,828,392 votes Election as Class II director
Votes for Stangl 170,837,103 votes Election as Class II director
Auditor ratification support 207,167,077 votes for Ratification of PwC for fiscal year ending December 31, 2026
Say-on-pay support 202,117,775 votes for Advisory vote on named executive officer compensation
Broker Non-Votes financial
"Votes For | Votes Against | Abstentions | Broker Non-Votes 202,117,775 | 2,060,937 | 193,556 | 2,992,470"
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
"ratification of the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm"
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.
Advisory Vote to Approve the Compensation of the Named Executive Officers financial
"Proposal 3. Advisory Vote to Approve the Compensation of the Named Executive Officers"
Annual Meeting of Stockholders financial
"The Company held its Annual Meeting of Stockholders (the “Annual Meeting”) on April 29, 2026."
Understanding 8-K Material Events →
00017864312026FYfalse00017864312026-04-292026-04-29

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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): April 30, 2026 (April 29, 2026)
_______________________________________________
REYNOLDS CONSUMER PRODUCTS INC.
(Exact Name of Registrant as Specified in its Charter)
_______________________________________________
Delaware001-3920545-3464426
(State or other jurisdiction
of incorporation)
(Commission
File Number)
(I.R.S. Employer
Identification No.)
1900 W. Field Court
Lake Forest, Illinois
60045
(Address of Principal Executive Offices)(Zip Code)
Registrant’s telephone number, including area code: (800) 879-5067
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 (see General Instruction A.2. below):
oWritten communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
oSoliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
oPre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
oPre-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, $0.001 Par ValueREYNThe Nasdaq Stock Market LLC
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  o
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.  o


Item 5.07. Submission of Matters to a Vote of Security Holders
The Company held its Annual Meeting of Stockholders (the “Annual Meeting”) on April 29, 2026. Set forth below are the final voting results for each of the proposals submitted to a vote of the stockholders at the Annual Meeting.
Proposal 1. Election of Directors
The Company’s stockholders elected each of the following directors as a Class II director to serve until the Company’s 2029 Annual Meeting. The results of the voting were as follows:    

Director NomineeVotes ForVotes WithheldBroker Non-Votes
Marla Gottschalk195,945,7918,426,4772,992,470
Scott Huckins181,828,39222,543,8762,992,470
Rolf Stangl170,837,10333,535,1652,992,470
Proposal 2. Ratification of Appointment of Independent Registered Public Accounting Firm
The Company’s stockholders approved the ratification of the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026. The results of the voting were as follows:

Votes ForVotes AgainstAbstentions
207,167,07787,511110,150
Proposal 3. Advisory Vote to Approve the Compensation of the Named Executive Officers
The Company’s stockholders approved the advisory vote to approve the compensation of the named executive officers. The results of the voting were as follows:

Votes ForVotes AgainstAbstentionsBroker Non-Votes
202,117,7752,060,937193,5562,992,470

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


SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Date: April 30, 2026
REYNOLDS CONSUMER PRODUCTS INC.
By:/s/ Jill E. Barnett
Jill E. Barnett
Chief Legal Officer and Secretary

Source: View Original Filing on SEC EDGAR

FAQ

What did Reynolds Consumer Products (REYN) shareholders vote on at the 2026 annual meeting?

Shareholders voted on three proposals: electing three Class II directors, ratifying PricewaterhouseCoopers LLP as independent auditor for 2026, and an advisory vote approving compensation of the named executive officers. All three proposals received sufficient votes for approval.

Which directors were elected at the Reynolds Consumer Products (REYN) 2026 annual meeting?

Shareholders elected Marla Gottschalk, Scott Huckins, and Rolf Stangl as Class II directors to serve until the 2029 annual meeting. Each nominee received more votes for than withheld, with additional broker non-votes recorded on the election proposals.

How did Reynolds Consumer Products (REYN) shareholders vote on the 2026 auditor ratification?

Shareholders approved the ratification of PricewaterhouseCoopers LLP as independent registered public accounting firm for the fiscal year ending December 31, 2026. The vote totals were 207,167,077 for, 87,511 against, and 110,150 abstentions, indicating strong support for the auditor selection.

Was executive compensation approved at Reynolds Consumer Products (REYN) 2026 meeting?

Yes. Shareholders approved the advisory vote on compensation of the named executive officers, with 202,117,775 votes for, 2,060,937 against, and 193,556 abstentions, plus 2,992,470 broker non-votes. This non-binding vote reflects shareholder views on the company’s pay practices.

What are broker non-votes in the Reynolds Consumer Products (REYN) 2026 results?

Broker non-votes arise when brokers hold shares for clients but are not instructed how to vote on certain proposals. The 2026 meeting results show 2,992,470 broker non-votes on director elections and the advisory compensation proposal, which did not prevent these items from passing.

Filing Exhibits & Attachments

3 documents

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