Unisys (NYSE: UIS) reports 2026 vote results and names Nathaniel Davis board chair
Filing Impact
Filing Sentiment
Form Type
8-K
Rhea-AI Filing Summary
Unisys Corporation reported results of its annual stockholder meeting held on April 30, 2026. Of 72,326,365 common shares entitled to vote as of March 2, 2026, 63,856,851 shares were represented, a turnout of 88.28%.
Stockholders elected 10 directors, including Nathaniel A. Davis and CEO Michael M. Thomson, to serve until the 2027 annual meeting. On an advisory basis, compensation for 2025 named executive officers was approved. Stockholders also ratified Grant Thornton LLP as independent registered public accounting firm for the 2026 fiscal year and approved an amendment to the 2024 Long-Term Incentive and Equity Compensation Plan.
A charter amendment to eliminate supermajority voting provisions received strong support but was not approved. Following Peter Altabef’s retirement, the Board appointed independent director Nathaniel A. Davis as Chair and discontinued the separate Lead Independent Director role.
Positive
- None.
Negative
- None.
8-K Event Classification
2 items: 5.07, 7.01
2 items
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 7.01
Regulation FD Disclosure
Disclosure
Material non-public information disclosed under Regulation Fair Disclosure, often investor presentations or guidance.
Key Figures
Shares entitled to vote: 72,326,365 shares
Shares represented at meeting: 63,856,851 shares
Voter turnout: 88.28%
+4 more
7 metrics
Shares entitled to vote
72,326,365 shares
Common stock outstanding and entitled to vote as of March 2, 2026
Shares represented at meeting
63,856,851 shares
Shares voted in person or by proxy at April 30, 2026 annual meeting
Voter turnout
88.28%
Percent of entitled shares represented at the 2026 annual meeting
Say-on-pay support
45,098,697 shares for
Advisory approval of 2025 named executive officer compensation
Auditor ratification support
62,104,832 shares for
Ratification of Grant Thornton LLP as 2026 independent auditor
Equity plan amendment support
44,964,590 shares for
Approval of amendment to 2024 Long-Term Incentive and Equity Compensation Plan
Supermajority amendment votes for
52,943,887 shares for
Support for charter amendment to eliminate supermajority voting provisions, which was not approved
Key Terms
broker non-votes, non-binding advisory basis, independent registered public accounting firm, Long-Term Incentive and Equity Compensation Plan, +1 more
5 terms
broker non-votes financial
"45,098,697 shares for the proposal, 9,640,191 shares against the proposal, 408,829 shares abstaining and 8,709,134 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.
non-binding advisory basis financial
"The proposal for approval, on a non-binding advisory basis, of the compensation of the Company’s named executive officers was approved"
A non-binding advisory basis is guidance or a recommendation offered for informational purposes that does not create legal obligations or guarantees; recipients can accept, modify, or ignore it without contractual consequences. Investors should treat it like a weather forecast for planning—useful for forming expectations and assessing risk, but not a firm promise—so they should verify assumptions, seek confirming information, and avoid relying on it as the sole basis for investment decisions.
independent registered public accounting firm financial
"The ratification of the appointment of Grant Thornton LLP as the Company’s independent registered public accounting firm for the 2026 fiscal year"
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.
Long-Term Incentive and Equity Compensation Plan financial
"Approval of the Amendment to the Company’s 2024 Long-Term Incentive and Equity Compensation Plan."
supermajority voting provisions financial
"to eliminate the supermajority voting provisions was not approved and received the following vote"
FAQ
Which directors were elected to the Unisys (UIS) board in 2026?
Ten directors were elected, including Nathaniel A. Davis, Matthew J. Desch, Philippe Germond, Deborah Lee James, John A. Kritzmacher, Paul E. Martin, Regina M. Paolillo, Troy K. Richardson, Roxanne Taylor, and Michael M. Thomson. Each will serve until the 2027 annual meeting or until a successor is elected.
Was Grant Thornton reappointed as Unisys (UIS) auditor for 2026?
Yes. Shareholders ratified Grant Thornton LLP as Unisys’ independent registered public accounting firm for the 2026 fiscal year. The vote was 62,104,832 shares for, 1,087,886 against, and 664,133 abstentions, reflecting strong backing for the existing audit relationship.
Did Unisys (UIS) eliminate supermajority voting provisions in its charter?
No. A proposed amendment to the Amended and Restated Certificate of Incorporation to eliminate supermajority voting provisions was not approved. It received 52,943,887 shares for, 1,935,641 against, 268,189 abstentions, and 8,709,134 broker non-votes, apparently short of the required threshold.
Who is the new Chair of the Unisys (UIS) board after Peter Altabef’s retirement?
Following Peter Altabef’s retirement, the board appointed independent director Nathaniel A. Davis as Chair. Davis previously served as Lead Independent Director since 2018, and with his appointment as Chair, the board will no longer maintain a separate Lead Independent Director role.