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Tanger (NYSE: SKT) investors approve board slate, auditor and exec pay, with chair transition

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(Moderate)
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Form Type
8-K

Rhea-AI Filing Summary

Tanger Inc. held its 2026 Annual Meeting of Shareholders, where common shareholders elected eight directors to the Board and approved all proposals. Each nominee received more than 93.5 million votes in favor, with separate tallies for votes against, abstentions, and non-votes.

Shareholders also ratified Deloitte & Touche LLP as independent registered public accounting firm for the fiscal year ending December 31, 2026, with over 104.7 million votes for. On an advisory basis, shareholders approved named executive officer compensation.

Following the meeting, Steven B. Tanger retired as Chair of the Board, became Chair Emeritus, the Board size decreased from nine to eight directors, Luis Ubiñas became Non-Executive Chair, and Bridget Ryan-Berman concluded her service as Lead Independent Director while remaining on the Board.

Positive

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Insights

Shareholders backed the board slate, auditor, and executive pay, while Tanger formalized a planned leadership transition.

Shareholders elected eight directors with strong support, as each nominee received over 93.5 million votes for, and ratified Deloitte & Touche LLP as auditor for the fiscal year ending December 31, 2026. Advisory approval of named executive officer compensation suggests broad acceptance of the company’s pay practices in this vote.

Steven B. Tanger’s retirement as Chair and move to Chair Emeritus, combined with reducing the Board from nine to eight members, formalizes a shift toward new leadership. Luis Ubiñas assumes the Non-Executive Chair role, and Bridget Ryan-Berman ends her Lead Independent Director position but continues as a director, indicating continuity alongside refreshed board leadership.

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 8.01 Other Events Other
Voluntary disclosure of events the company deems important to shareholders but not covered by other items.
Director votes for Jeffrey B. Citrin 94,658,351 votes for Election as director at 2026 Annual Meeting
Director votes for Stephen J. Yalof 94,867,871 votes for Election as director at 2026 Annual Meeting
Auditor ratification votes for 104,724,245 votes for Ratification of Deloitte & Touche LLP for fiscal 2026
Auditor ratification votes against 306,164 votes against Ratification of Deloitte & Touche LLP for fiscal 2026
Say-on-pay votes for 93,377,345 votes for Advisory approval of named executive officer compensation
Say-on-pay votes against 1,584,623 votes against Advisory approval of named executive officer compensation
Annual Meeting of Shareholders financial
"On May 8, 2026, Tanger Inc. (the "Company") held its 2026 Annual Meeting of Shareholders (the "Annual Meeting")."
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.
independent registered public accounting firm financial
"the ratification of the appointment of Deloitte & Touche LLP as the Company's independent registered public accounting firm for the fiscal 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.
advisory (non-binding) basis financial
"The third matter on which the common shareholders voted was the approval, on an advisory (non-binding) basis, of named executive officer compensation."
named executive officer compensation financial
"The third matter on which the common shareholders voted was the approval, on an advisory (non-binding) basis, of named executive officer compensation."
Pay and benefits disclosed for a company’s top executives identified in regulatory filings, including salary, bonuses, stock awards, option grants, pension contributions and other perks. Think of it as a public paycheck summary for senior managers that shows how they are rewarded and motivated. Investors use it to judge whether executive incentives align with shareholder interests, to assess potential costs and risks, and to evaluate corporate governance.
Lead Independent Director financial
"Bridget Ryan-Berman concluded her service as Lead Independent Director and continues to serve on the Board."
A lead independent director is a board member who is not part of company management and is chosen to coordinate and represent the other independent directors, often running sessions without the CEO, helping set meeting agendas, and serving as a liaison between shareholders and the board. For investors, this role signals stronger, more balanced oversight—like a neutral referee who helps ensure decisions are fair, transparent and focused on protecting shareholder interests.
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 8, 2026

TANGER INC.
TANGER PROPERTIES LIMITED PARTNERSHIP

_________________________________________
(Exact name of registrant as specified in its charter)
North Carolina1-1198656-1815473
(Tanger Inc.)(Tanger Inc.)(Tanger Inc.)
North Carolina333-03526-0156-1822494
(Tanger Properties Limited Partnership)(Tanger Properties Limited Partnership)(Tanger Properties Limited Partnership)
(State or other jurisdiction of Incorporation)(Commission File Number)(I.R.S. Employer Identification Number)


3200 Northline Avenue, Suite 360, Greensboro, NC 27408
(Address of principal executive offices)
(336) 292-3010
(Registrant’s telephone number, including area code)

N/A
(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

☐ 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 classTrading Symbol(s)Name of each exchange on which registered
Common Shares,
$0.01 par value 		SKTNew 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. o








Item 5.07Submission of Matters to Vote of Security Holders
On May 8, 2026, Tanger Inc. (the "Company") held its 2026 Annual Meeting of Shareholders (the "Annual Meeting"). The first matter on which the common shareholders voted was the election of eight directors to serve on the Company's board of directors ("Board") until the next Annual Meeting of Shareholders. The results of the voting are as shown below:
Name of NomineeVotes ForVotes AgainstAbstainNon-Votes
Jeffrey B. Citrin 94,658,351466,05946,7499,922,118
Sandeep L. Mathrani94,736,567388,56346,0299,922,118
Thomas J. Reddin 93,521,5871,602,06247,5109,922,118
Bridget M. Ryan-Berman 94,464,888659,78646,4859,922,118
Susan E. Skerritt 94,931,549195,29044,3209,922,118
Sonia Syngal94,919,239204,91347,0079,922,118
Luis A. Ubiñas94,454,046661,39855,7159,922,118
Stephen J. Yalof 94,867,871252,62350,6659,922,118
The second matter on which the common shareholders voted was the ratification of the appointment of Deloitte & Touche LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2026. The results of the voting are as shown below:
Votes ForVotes AgainstAbstainNon-Votes
104,724,245306,16462,868—
The third matter on which the common shareholders voted was the approval, on an advisory (non-binding) basis, of named executive officer compensation. The results of the voting are as shown below:
Votes ForVotes AgainstAbstainNon-Votes
93,377,3451,584,623209,1919,922,118
Based on the foregoing votes, each of the nominees named above was elected as a director, and matters two and three were approved.


Item 8.01Other Events
As previously disclosed in the Company's Proxy Statement filed with the SEC on March 26, 2026, Steven B. Tanger, whose term expired at the Annual Meeting, did not stand for re-election at the Annual Meeting and the Board decreased its size from nine directors to eight directors. Accordingly, on May 8, 2026, Steven B. Tanger retired from his role as Chair of the Board and assumed the title of Chair Emeritus. Luis Ubiñas succeeds him as Non-Executive Chair of the Board. Bridget Ryan-Berman concluded her service as Lead Independent Director and continues to serve on the Board.














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.

Dated: May 8, 2026


TANGER INC.
By:/s/ Michael J. Bilerman
 Michael J. Bilerman
 Executive Vice President, Chief Financial Officer and Chief Investment Officer (Principal Financial Officer)

TANGER PROPERTIES LIMITED PARTNERSHIP
By:Tanger Inc., its sole general partner
By:/s/ Michael J. Bilerman
 Michael J. Bilerman
 Executive Vice President, Chief Financial Officer and Chief Investment Officer (Principal Financial Officer)

Source: View Original Filing on SEC EDGAR

FAQ

What did Tanger Inc. (SKT) shareholders approve at the 2026 Annual Meeting?

Shareholders elected eight directors, ratified Deloitte & Touche LLP as independent registered public accounting firm for the year ending December 31, 2026, and approved, on an advisory basis, named executive officer compensation, reflecting broad support for board, auditor, and pay practices.

How did Tanger Inc. (SKT) shareholders vote on director elections in 2026?

All eight nominated directors were elected. Each nominee received over 93.5 million votes for, with relatively low votes against and abstentions, and 9,922,118 non-votes reported for each director, indicating strong overall support for the board slate.

What were the results of Tanger Inc. (SKT) auditor ratification vote?

Shareholders ratified Deloitte & Touche LLP as Tanger’s independent registered public accounting firm for fiscal 2026, with 104,724,245 votes for, 306,164 votes against, and 62,868 abstentions, and no non-votes reported on this auditor ratification proposal.

How did Tanger Inc. (SKT) shareholders vote on executive compensation (say-on-pay)?

On an advisory, non-binding basis, shareholders approved named executive officer compensation, with 93,377,345 votes for, 1,584,623 votes against, 209,191 abstentions, and 9,922,118 non-votes, signaling general shareholder support for the company’s compensation program at this meeting.

What board leadership changes occurred at Tanger Inc. after the 2026 meeting?

Steven B. Tanger did not stand for re-election, retired as Chair of the Board, and became Chair Emeritus. The Board size decreased from nine to eight directors. Luis Ubiñas became Non-Executive Chair, and Bridget Ryan-Berman ended her Lead Independent Director role but remains on the Board.

Why did Tanger Inc. (SKT) reduce its board size from nine to eight directors?

As disclosed, Steven B. Tanger’s term expired at the Annual Meeting and he did not stand for re-election. In connection with his retirement from the Board, the Board decreased its size from nine directors to eight directors effective at the 2026 Annual Meeting.

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