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Rollins (NYSE: ROL) investors approve board slate, Deloitte and executive pay

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

Rhea-AI Filing Summary

Rollins, Inc. reported the results of its 2026 Annual Meeting of Shareholders. Investors elected nine directors to serve until the 2027 annual meeting, with support for individual nominees generally ranging from about 408 million to over 437 million votes in favor, plus broker non-votes.

Shareholders also ratified Deloitte & Touche LLP as independent registered public accounting firm for the year ending December 31, 2026, with 454,215,209 votes for and 149,642 against. In an advisory vote, shareholders approved compensation for the company’s named executive officers, with 406,452,521 votes for and 33,328,787 against.

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.
Highest director votes for 437,367,201 votes For director nominee Jerry Gahlhoff, Jr.
Lowest director votes for 408,069,071 votes For director nominee Louise S. Sams
Auditor ratification for votes 454,215,209 votes Ratification of Deloitte & Touche LLP for 2026
Auditor ratification against votes 149,642 votes Against Deloitte & Touche LLP ratification
Say-on-pay for votes 406,452,521 votes Advisory approval of named executive officer compensation
Say-on-pay against votes 33,328,787 votes Advisory vote opposing named executive officer compensation
broker non-votes financial
"Vote results for each director nominee were as follows"
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
"ratify the appointment of Deloitte & Touche 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 (non-binding) vote financial
"to hold an advisory (non-binding) vote to approve the compensation of the Company’s named executive officers"
named executive officers financial
"to approve the compensation of the Company’s named executive officers"
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.
Annual Meeting of Shareholders financial
"held its 2026 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.
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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): April 28, 2026
ROLLINS, INC.
(Exact name of registrant as specified in its charter)
Delaware1-442251-0068479
(State or other jurisdiction of incorporation)
(Commission File Number)(I.R.S. Employer Identification No.)
2170 Piedmont Road, N.E., AtlantaGeorgia 30324
(Address of principal executive offices) (Zip code)
Registrant’s telephone number, including area code: (404) 888-2000
Not Applicable
(Former name of former address, if changes 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 classTrading Symbol(s)Name of each exchange on which registered
Common StockROLNYSE
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.

On April 28, 2026, Rollins, Inc. (the “Company”) held its 2026 Annual Meeting of Shareholders (the “Annual Meeting”) at which the Company’s shareholders considered the following proposals: (i) to elect nine director nominees to serve as directors of the Company until the 2027 Annual Meeting of Shareholders, or until their successors are duly elected and qualified; (ii) to ratify the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026; and (iii) to hold an advisory (non-binding) vote to approve the compensation of the Company’s named executive officers.




Proposal 1: At the Annual Meeting, the Company’s shareholders duly elected nine director nominees to serve until the Company’s 2027 Annual Meeting of Shareholders. Vote results for each director nominee were as follows:

Director NomineesForWithheldBroker Non-Votes
Susan R. Bell435,183,0294,811,06714,478,510
Donald P. Carson430,433,7619,560,33814,478,507
Paul D. Donahue435,933,6174,060,48414,478,505
Jerry Gahlhoff, Jr.437,367,2012,626,89914,478,506
Patrick J. Gunning436,201,4173,792,68114,478,508
Gregory B. Morrison433,382,8196,611,28014,478,507
Timothy C. Rollins435,466,3694,527,73214,478,505
Louise S. Sams408,069,07131,925,02514,478,510
John F. Wilson420,431,59519,562,49914,478,512

Proposal 2: At the Annual Meeting, the Company’s shareholders ratified the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2026. Vote results were as follows:

ForAgainstAbstainBroker Non-Votes
454,215,209149,642107,755N/A

Proposal 3: At the Annual Meeting, the Company’s shareholders voted, on an advisory (non-binding) basis, to approve the compensation of the Company's named executive officers. Vote results were as follows:

ForAgainstAbstainBroker Non-Votes
406,452,52133,328,787212,778N/A
Item 9.01 Financial Statements and Exhibits.
Exhibit No.Description
104Cover Page Interactive Data File (embedded with the Inline XBRL document)



SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, Rollins, Inc. has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
ROLLINS, INC.
Date: May 1, 2026
By:/s/ Kenneth D. Krause
Name:Kenneth D. Krause
Title:
Executive Vice President and Chief Financial Officer
(Principal Financial Officer)

FAQ

What did Rollins (ROL) shareholders vote on at the 2026 Annual Meeting?

Shareholders voted to elect nine directors, ratify Deloitte & Touche LLP as independent auditor for 2026, and approve on an advisory basis the compensation of Rollins’ named executive officers. All three proposals received shareholder approval with substantial majorities in favor.

Were all Rollins (ROL) director nominees elected at the 2026 meeting?

Yes. All nine director nominees were elected to serve until the 2027 Annual Meeting or until successors are duly elected and qualified. Individual support ranged from 408,069,071 to 437,367,201 votes for, alongside broker non-votes reported for each nominee.

How did Rollins (ROL) shareholders vote on the Deloitte & Touche LLP auditor ratification?

Shareholders strongly ratified Deloitte & Touche LLP as Rollins’ independent registered public accounting firm for 2026, with 454,215,209 votes for, 149,642 against, and 107,755 abstentions. No broker non-votes were recorded on this ratification proposal.

Did Rollins (ROL) shareholders approve executive compensation in the 2026 say-on-pay vote?

Yes. In an advisory, non-binding say-on-pay vote, shareholders approved the compensation of Rollins’ named executive officers, with 406,452,521 votes for, 33,328,787 against, and 212,778 abstentions. There were no broker non-votes reported on this compensation proposal.

What are broker non-votes in the Rollins (ROL) 2026 voting results?

Broker non-votes are shares held in street name where brokers did not receive specific voting instructions from beneficial owners on certain proposals. For director elections, Rollins reported 14,478,505 to 14,478,512 broker non-votes per nominee in the 2026 Annual Meeting results.

Filing Exhibits & Attachments

3 documents