Shareholders back pay and incentive plan at Summit Midstream (NYSE: SMC)

Rhea-AI Filing Summary

Summit Midstream Corporation held its 2026 annual meeting of stockholders on May 7, 2026, where investors voted on five proposals. Holders of common and Class B common stock voted together on most items, while Class B stockholders voted separately on one director seat.

Stockholders elected three Class II directors and one Class II Class B director to serve until the 2029 annual meeting. They also ratified Deloitte & Touche LLP as independent registered public accounting firm for the year ending December 31, 2026, approved an advisory resolution on executive compensation, and approved Amendment No. 1 to the Summit Midstream Corporation 2024 Long-Term Incentive Plan.

8-K Event Classification

Item 5.07 — Submission of Matters to a Vote of Security Holders

1 item

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.

Key Figures

Votes for J. Heath Deneke: 13,848,937 for; 3,943 withheld; 2,984,955 broker non-votes Votes for Robert J. McNally: 13,945,215 for; 213,665 withheld; 2,984,955 broker non-votes Votes for Carolyn J. Stone: 14,129,785 for; 29,095 withheld; 2,984,955 broker non-votes +4 more

7 metrics

Votes for J. Heath Deneke 13,848,937 for; 3,943 withheld; 2,984,955 broker non-votes Election of Class II director at 2026 annual meeting

Votes for Robert J. McNally 13,945,215 for; 213,665 withheld; 2,984,955 broker non-votes Election of Class II director at 2026 annual meeting

Votes for Carolyn J. Stone 14,129,785 for; 29,095 withheld; 2,984,955 broker non-votes Election of Class II director at 2026 annual meeting

Votes for James E. Herring, Jr. 6,524,467 for as Class B director Election of one Class II Class B director, Class B vote only

Auditor ratification votes 17,084,327 for; 55,629 withheld; 3,879 abstentions Ratification of Deloitte & Touche LLP for fiscal year ending December 31, 2026

Say-on-pay votes 11,996,010 for; 2,156,973 withheld; 5,897 abstentions; 2,984,955 broker non-votes Advisory resolution on executive compensation

Incentive plan amendment votes 11,993,900 for; 2,163,605 withheld; 1,375 abstentions; 2,984,955 broker non-votes Approval of Amendment No. 1 to 2024 Long-Term Incentive Plan

Key Terms

broker non-votes, independent registered public accounting firm, advisory resolution, Long-Term Incentive Plan, +1 more

5 terms

broker non-votes financial

"the number of abstentions and broker non-votes as to such matters"

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 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 resolution financial

"approved, in an advisory resolution, the executive compensation of the Company’s named executive officers"

An advisory resolution is a non-binding vote by shareholders that expresses their opinion on a specific corporate matter, such as executive pay or a governance policy. It matters to investors because, like a public survey, it signals shareholder sentiment to the board and management; even though it does not force action, a strong vote for or against can prompt changes, affect company reputation, and influence future decisions that impact shareholder value.

Long-Term Incentive Plan financial

"approved Amendment No. 1 to the Summit Midstream Corporation 2024 Long-Term Incentive Plan"

A long-term incentive plan is a company program that pays executives or employees with stock, options, or cash tied to multi-year performance goals, where the rewards become theirs only after meeting conditions over time. Think of it as a delayed bonus or retirement-style reward that aligns employees’ interests with shareholders by encouraging them to boost long-term value; investors watch these plans because they affect pay costs, share dilution and management incentives.

Annual Meeting of Stockholders financial

"convened its 2026 Annual Meeting of Stockholders (the “Annual Meeting”)"

Understanding 8-K Material Events →

0002024218FALSE00020242182026-05-072026-05-07

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 7, 2026

Summit Midstream Corporation

(Exact name of registrant as specified in its charter)

Delaware

001-42201

99-3056990

(State or other jurisdiction

(Commission

(IRS Employer

of incorporation)

File Number)

Identification No.)

910 Louisiana Street, Suite 4200

Houston, TX 77002

(Address of principal executive office) (Zip Code)

(Registrants’ telephone number, including area code): (832) 413-4770

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:

o			Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o			Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o			Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o			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 Securities Act:

Title of each class			Trading Symbol(s)			Name of each exchange on which registered
Common Stock			SMC			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 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 May 7, 2026, Summit Midstream Corporation, a Delaware corporation (the “Company”), convened its 2026 Annual Meeting of Stockholders (the “Annual Meeting”). At the Annual Meeting, the stockholders of the Company who were holders of record of the Company’s outstanding voting stock, consisting of both common stock, par value $0.01 per share (“common stock”), and Class B common stock, par value $0.01 per share (“Class B Common Stock”), at the close of business on March 31, 2026, the record date for the Annual Meeting, voted on five proposals and cast their votes as described below. Holders of common stock and holders of Class B Common Stock voted together as a single class on Proposals 1, 3, 4, and 5. Holders of Class B Common Stock voted separately as a class on Proposal 2. At the Annual Meeting, the stockholders of the Company (i) elected three Class II director nominees to the board of directors of the Company (the “Board”) to serve until the annual meeting to be held in 2029, (ii) elected one Class II Class B director nominee to the Board to serve until the annual meeting to be held in 2029, (iii) ratified the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026, (iv) approved, in an advisory resolution, the executive compensation of the Company’s named executive officers and (v) approved Amendment No. 1 to the Summit Midstream Corporation 2024 Long-Term Incentive Plan.

The matters voted upon at the Annual Meeting and the number of votes cast for or against, as well as the number of abstentions and broker non-votes as to such matters, were as stated below. The proposals related to each such matter are described in detail in the Definitive Proxy Statement filed by the Company with the U.S. Securities and Exchange Commission on April 10, 2026.

Proposal 1 - Election of Three Class II Directors
						For						Withheld						Abstentions						Broker Non-Votes
J. Heath Deneke						13,848,937						3,943						0						2,984,955
Robert J. McNally						13,945,215						213,665						0						2,984,955
Carolyn J. Stone						14,129,785						29,095						0						2,984,955

Proposal 2 - Election of One Class II Director
						For						Withheld						Abstentions						Broker Non-Votes
James E. Herring, Jr.						6,524,467						0						0						0

Proposal 3 - Ratification of Appointment of Independent Registered Public Accounting Firm
						For						Withheld						Abstentions						Broker Non-Votes
						17,084,327						55,629						3,879						0

Proposal 4 - Approval of the Advisory Resolution on Executive Compensation
						For						Withheld						Abstentions						Broker Non-Votes
						11,996,010						2,156,973						5,897						2,984,955

Proposal 5 - Approval of Amendment No. 1 to the Summit Midstream Corporation 2024 Long-Term Incentive Plan
						For						Withheld						Abstentions						Broker Non-Votes
						11,993,900						2,163,605						1,375						2,984,955

1

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.

						Summit Midstream Corporation
						(Registrant)
Dated:			May 12, 2026			/s/ Matthew B. Sicinski
						Matthew B. Sicinski, Senior Vice President and Chief Accounting Officer

2

FAQ

What did Summit Midstream Corporation (SMC) stockholders vote on at the 2026 annual meeting?

Stockholders voted on five proposals, including director elections, auditor ratification, executive pay, and an incentive plan amendment. All proposals passed, setting the company’s board composition and key governance and compensation frameworks through the next annual meeting cycle.

Were all director nominees elected at Summit Midstream Corporation’s 2026 meeting?

All director nominees were elected. Three Class II directors and one Class II Class B director won terms expiring at the 2029 annual meeting, confirming the current board slate and maintaining continuity in Summit Midstream Corporation’s board leadership structure.

Which auditing firm did Summit Midstream Corporation (SMC) stockholders ratify for 2026?

Stockholders ratified Deloitte & Touche LLP as the independent registered public accounting firm for the fiscal year ending December 31, 2026. This approval confirms Deloitte & Touche LLP will continue auditing Summit Midstream Corporation’s financial statements for that fiscal year.

Did Summit Midstream Corporation stockholders approve executive compensation in 2026?

Stockholders approved, on an advisory basis, the executive compensation of Summit Midstream Corporation’s named executive officers. This non-binding vote indicates stockholder support for the company’s executive pay programs as described in the related proxy materials for the 2026 meeting.

What change was made to Summit Midstream Corporation’s 2024 Long-Term Incentive Plan?

Stockholders approved Amendment No. 1 to the Summit Midstream Corporation 2024 Long-Term Incentive Plan. This vote authorizes the amended plan framework for long-term equity and incentive awards, aligning compensation tools with the company’s updated governance-approved design.

How did Class B common stockholders of Summit Midstream Corporation vote in 2026?

Holders of Class B Common Stock voted separately as a class on Proposal 2, electing one Class II Class B director to the board. This separate class vote ensured Class B holders directly selected their designated board representative for a term ending in 2029.

Filing Exhibits & Attachments

3 documents

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