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Seaport Entertainment (NYSE: SEG) reports 2026 director and auditor vote outcomes

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

Rhea-AI Filing Summary

Seaport Entertainment Group Inc. reported the results of its 2026 annual stockholder meeting held on June 8, 2026. Stockholders elected five directors—Matthew M. Partridge, Michael A. Crawford, Monica S. Digilio, David Z. Hirsh and Anthony F. Massaro—to serve until the 2027 annual meeting.

Support for the nominees ranged from 7,721,981 to 8,588,606 shares voted "for," with broker non-votes of 2,745,719 on each director. Stockholders also ratified Grant Thornton LLP as independent registered public accounting firm for the year ending December 31, 2026, with 11,432,243 votes for, 2,031 against and 11,504 abstentions. No other matters were submitted for action.

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.
Votes for Massaro 8,588,606 shares For election of director Anthony F. Massaro
Votes for Partridge 8,635,033 shares For election of director Matthew M. Partridge
Lowest director "for" votes 7,721,981 shares For election of director Michael A. Crawford
Broker non-votes on directors 2,745,719 shares Broker non-votes for each director nominee
Auditor ratification for votes 11,432,243 shares For ratification of Grant Thornton LLP for 2026
Auditor ratification against votes 2,031 shares Against ratification of Grant Thornton LLP for 2026
Auditor ratification abstentions 11,504 shares Abstain on ratification of Grant Thornton LLP
broker non-votes financial
"The results of the vote were as follows ... Broker Non-Votes"
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
"ratified the appointment of Grant Thornton 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.
emerging growth company regulatory
"Emerging growth company"
An emerging growth company is a recently public or smaller public firm that qualifies for temporary, lighter regulatory and disclosure rules to reduce the cost and effort of being public. For investors, it means the company may provide less historical financial detail and face fewer reporting requirements than larger firms, so it can grow more quickly but also carries higher uncertainty—like buying a promising early-stage product with fewer user reviews.
annual meeting of stockholders financial
"held its 2026 annual meeting of stockholders (the “Annual Meeting”)"
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0002009684false00020096842026-06-082026-06-08

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): June 8, 2026

SEAPORT ENTERTAINMENT GROUP INC.

(Exact name of registrant as specified in charter)

Delaware

001-42113

99-0947924

(State or other jurisdiction

(Commission File Number)

(IRS Employer

of incorporation)

Identification No.)

199 Water Street, 28th Floor

10038

New York, NY

(Zip code)

(Address of principal executive offices)

Registrant’s telephone number, including area code: (212) 732-8257

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, par value $0.01 per share

SEG

NYSE

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.

On June 8, 2026, Seaport Entertainment Group Inc. (the “Company”) held its 2026 annual meeting of stockholders (the “Annual Meeting”). Set forth below are the matters acted upon at the Annual Meeting and the final voting results on each matter.

Proposal 1: Election of Directors

The Company’s stockholders elected Matthew M. Partridge, Michael A. Crawford, Monica S. Digilio, David Z. Hirsh and Anthony F. Massaro as members of the Company’s board of directors to serve until the Company’s 2027 annual meeting of stockholders and until their respective successors have been duly elected and qualified. The results of the vote were as follows:

Nominee

  ​ ​ ​

For

  ​ ​ ​

Withheld

  ​ ​ ​

Broker Non-Votes

 

Matthew M. Partridge

8,635,033

65,026

2,745,719

Michael A. Crawford

7,721,981

978,078

2,745,719

Monica S. Digilio

7,743,628

956,431

2,745,719

David Z. Hirsh

7,749,094

950,965

2,745,719

Anthony F. Massaro

8,588,606

111,453

2,745,719

Proposal 2: Ratification of Appointment of Independent Registered Public Accounting Firm

The Company’s stockholders ratified the appointment of Grant Thornton LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026. The results of the vote were as follows:

For

  ​ ​ ​

Against

  ​ ​ ​

Abstain

  ​ ​ ​

Broker Non-Votes

 

11,432,243

2,031

11,504

--

Based on the foregoing votes, the five director nominees were elected and Proposal 2 was approved.

No other matters were submitted for stockholder action at the Annual Meeting.

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.

Dated: June 12, 2026

SEAPORT ENTERTAINMENT GROUP INC.

By:

/s/ Lucy Fato

Name:

Lucy Fato

Title:

EVP, General Counsel & Corporate Secretary

FAQ

What did Seaport Entertainment Group (SEG) stockholders approve at the 2026 annual meeting?

Stockholders elected five directors and ratified Grant Thornton LLP as auditor for 2026. All proposals received strong support, and no additional matters were brought for a vote at the 2026 annual meeting.

Who was elected to Seaport Entertainment Group (SEG)’s board in 2026?

Stockholders elected Matthew M. Partridge, Michael A. Crawford, Monica S. Digilio, David Z. Hirsh and Anthony F. Massaro. Each will serve until the 2027 annual meeting and until a successor is duly elected and qualified.

How many votes supported Seaport Entertainment Group (SEG)’s top director nominee?

Anthony F. Massaro received 8,588,606 votes for election, with 111,453 votes withheld and 2,745,719 broker non-votes. This was the highest “for” vote total among the five director nominees.

Which audit firm did Seaport Entertainment Group (SEG) stockholders ratify for 2026?

Stockholders ratified Grant Thornton LLP as the independent registered public accounting firm for the year ending December 31, 2026. The ratification received 11,432,243 votes for, 2,031 against and 11,504 abstentions, with no broker non-votes reported.

Were there any other proposals at Seaport Entertainment Group (SEG)’s 2026 annual meeting?

No. Aside from electing five directors and ratifying Grant Thornton LLP as auditor, no other matters were submitted for stockholder action at Seaport Entertainment Group Inc.’s 2026 annual meeting.

Filing Exhibits & Attachments

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