Targa Resources (NYSE: TRGP) shareholders approve 2026 director slate, auditors and executive pay

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What did Targa Resources Corp. (TRGP) stockholders vote on at the 2026 annual meeting?

Were all Targa Resources Corp. (TRGP) director nominees elected in 2026?

How did Targa Resources Corp. (TRGP) stockholders vote on the 2026 auditor ratification?

What were the results of Targa Resources Corp. (TRGP) say-on-pay vote for 2025 compensation?

How many broker non-votes occurred on Targa Resources Corp. (TRGP) proposals in 2026?

What was the vote breakdown for Targa Resources Corp. (TRGP) director nominee Laura C. Fulton?

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(Moderate)

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(Neutral)

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8-K

Targa Resources Corp. reported the results of its 2026 Annual Meeting of Stockholders held on May 21, 2026. Stockholders elected four Class I directors—Paul W. Chung, Charles R. Crisp, Laura C. Fulton, and R. Keith Teague—to three-year terms expiring at the 2029 Annual Meeting.

All four director nominees received more votes for than against, with support ranging from about 161.6 million to 179.6 million votes for each nominee and broker non-votes over 12.0 million. This indicates solid backing for the current board slate.

Stockholders also ratified PricewaterhouseCoopers LLP as independent auditors for 2026 with 189,588,676 votes for, 7,795,387 against, and 62,452 abstentions. In addition, the advisory vote on named executive officer compensation was approved, receiving 176,432,347 votes for, 8,616,715 against, 337,011 abstentions, and 12,060,442 broker non-votes.

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.

Votes for Chung: 174,201,147 votes Votes for Crisp: 178,594,280 votes Votes for Fulton: 161,582,074 votes +4 more

7 metrics

Votes for Chung 174,201,147 votes Election of Paul W. Chung as Class I director

Votes for Crisp 178,594,280 votes Election of Charles R. Crisp as Class I director

Votes for Fulton 161,582,074 votes Election of Laura C. Fulton as Class I director

Votes for Teague 179,594,411 votes Election of R. Keith Teague as Class I director

Auditor ratification for 189,588,676 votes Ratification of PricewaterhouseCoopers LLP for 2026

Say-on-pay for 176,432,347 votes Advisory approval of 2025 executive compensation

Say-on-pay against 8,616,715 votes Votes against named executive officer compensation

broker non-votes, independent auditors, advisory basis, emerging growth company, +1 more

5 terms

broker non-votes financial

"VOTES ABSTAINED | | | | 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 auditors financial

"PricewaterhouseCoopers LLP was ratified as the Company’s independent auditors for 2026."

Independent auditors are outside, licensed accountants who examine a company’s books, records and internal controls and issue an objective opinion on whether the financial statements accurately reflect the business’s financial position. Investors treat their report like a neutral inspector’s stamp — it increases trust, makes financial results easier to compare, and alerts readers if there are errors, omissions or other problems that could affect investment decisions.

advisory basis financial

"approve, on an advisory basis, the compensation of the Company’s named executive officers"

emerging growth company regulatory

"Emerging growth company Targa Resources Corp."

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.

definitive proxy statement regulatory

"more fully described in the Company’s definitive proxy statement on Schedule 14A"

A Definitive Proxy Statement is a detailed document that a company sends to its shareholders before a big meeting, like voting on important decisions. It explains what's being voted on and gives important information so shareholders can make informed choices. It matters because it helps shareholders understand and participate in key company decisions.

Understanding 8-K Material Events →

05/22/2026 - 04:30 PM

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 21, 2026

TARGA RESOURCES CORP.

(Exact name of registrant as specified in its charter)


Delaware	001-34991	20-3701075
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

811 Louisiana St, Suite 2100

Houston, TX 77002

(Address of principal executive office and Zip Code)

(713) 584-1000

(Registrant’s telephone number, including area code)

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):

☐

Written communication 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 communication pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐

Pre-commencement communication 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	TRGP	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 (17 CFR §230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §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.

Targa Resources Corp. (the “Company”) held its 2026 Annual Meeting of Stockholders (the “Annual Meeting”) on May 21, 2026. At the Annual Meeting, the Company’s stockholders were requested to: (1) elect four Class I Directors to serve on the Company’s Board of Directors (the “Board”) for a term of office expiring at the Company’s 2029 Annual Meeting of Stockholders; (2) ratify the selection of PricewaterhouseCoopers LLP as the Company’s independent auditors for 2026; and (3) approve, on an advisory basis, the compensation of the Company’s named executive officers for the fiscal year ended December 31, 2025. The following are the final voting results on proposals considered and voted upon at the Annual Meeting, each of which is more fully described in the Company’s definitive proxy statement on Schedule 14A filed with the Securities and Exchange Commission on March 26, 2026:

1. Each of the four Class I directors that was up for re-election was elected for a term of three years expiring at the Company’s 2029 Annual Meeting of Stockholders. Votes regarding the election of these directors were as follows:


NOMINEE	VOTES FOR		VOTES AGAINST		VOTES ABSTAINED		BROKER NON-VOTES
Paul W. Chung		174,201,147		11,145,675		39,250		12,060,443
Charles R. Crisp		178,594,280		6,738,370		53,423		12,060,442
Laura C. Fulton		161,582,074		23,750,294		53,705		12,060,442
R. Keith Teague		179,594,411		5,738,762		52,904		12,060,438

2. PricewaterhouseCoopers LLP was ratified as the Company’s independent auditors for 2026. The voting results were as follows:


VOTES FOR	VOTES AGAINST	VOTES ABSTAINED
189,588,676	7,795,387	62,452

3. The Board proposal seeking approval, on an advisory basis, of the compensation of the Company’s named executive officers was approved. The voting results were as follows:


VOTES FOR	VOTES AGAINST	VOTES ABSTAINED	BROKER NON-VOTES
176,432,347	8,616,715	337,011	12,060,442

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 thereunto duly authorized.

Source: View Original Filing on SEC EDGAR

Stockholders voted to elect four Class I directors, ratify PricewaterhouseCoopers LLP as 2026 independent auditors, and approve on an advisory basis the compensation of named executive officers for the year ended December 31, 2025.

Yes, all four Class I director nominees were elected. Each received more votes for than against, securing three-year terms expiring at the 2029 Annual Meeting of Stockholders, reflecting continued support for the company’s current board composition.

Stockholders ratified PricewaterhouseCoopers LLP as independent auditors for 2026, with 189,588,676 votes for, 7,795,387 against, and 62,452 abstentions. This confirms shareholder approval of the company’s chosen external audit firm for the fiscal year.

The advisory vote on named executive officer compensation was approved, with 176,432,347 votes for, 8,616,715 against, 337,011 abstentions, and 12,060,442 broker non-votes. This indicates shareholder support for the executive pay program for 2025.

For the election of each Class I director and the advisory executive compensation proposal, there were 12,060,438–12,060,443 broker non-votes. Broker non-votes arise when intermediaries lack authority to vote on certain items without stockholder instructions.

Laura C. Fulton received 161,582,074 votes for, 23,750,294 votes against, 53,705 abstentions, and 12,060,442 broker non-votes. While she had more opposition than some other nominees, a clear majority of votes supported her election to the board.

TARGA RESOURCES CORP.

Dated: May 22, 2026

/s/ William A. Byers

William A. Byers

Chief Financial Officer

3 documents