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Unitil (NYSE: UTL) investors elect Class II directors and approve 2026 auditor

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

Rhea-AI Filing Summary

Unitil Corporation reported the results of its Annual Meeting of Shareholders held on April 29, 2026. Of 17,986,069 common shares entitled to vote, 15,944,668 shares, or 88.65%, were represented, establishing a quorum.

Shareholders elected Class II directors Neveen F. Awad, Winfield S. Brown, and Mark H. Collin. They also ratified Deloitte & Touche LLP as independent registered public accounting firm for 2026 and approved, on an advisory basis, compensation for the Company’s Named Executive Officers.

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.
Shares entitled to vote 17,986,069 shares Common stock issued, outstanding and entitled to vote as of record date
Shares represented at meeting 15,944,668 shares Shares present in person or by proxy; 88.65% of eligible shares
Quorum percentage 88.65% Portion of outstanding shares represented at annual meeting
Auditor ratification votes for 15,592,938 shares Votes for Deloitte & Touche LLP as 2026 independent auditor
Say-on-pay votes for 13,722,103 shares Votes for advisory approval of Named Executive Officers’ compensation
Director Awad votes for 14,078,633 shares Votes for election of Neveen F. Awad as Class II director
broker non vote financial
"For | | Withheld | | Broker Non Vote | | Uncast"
independent registered public accounting firm financial
"To ratify the selection of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for 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 basis financial
"To approve, on an advisory basis, the compensation of the Company’s Named Executive Officers."
Named Executive Officers financial
"To approve, on an advisory basis, the compensation of the Company’s Named Executive Officers."
Named executive officers are the senior company leaders whose names, roles and compensation are singled out in required regulatory filings; this typically includes the chief executive, chief financial officer and the next highest‑paid senior officers. Investors treat this list like a team roster — it shows who makes key decisions, how they are paid and whether incentives align with shareholder interests, so changes or pay patterns can signal governance quality, risk or strategic shifts.
Annual Meeting of Shareholders financial
"the Company held its Annual Meeting of Shareholders at its offices in Hampton, NH."
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.
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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): April 29, 2026

 

 

UNITIL CORPORATION

(Exact name of Registrant as Specified in Its Charter)

 

 

New Hampshire

1-8858

02-0381573

(State or Other Jurisdiction
of Incorporation)

(Commission File Number)

(IRS Employer
Identification No.)

 

 

 

 

 

6 Liberty Lane West

 

Hampton, New Hampshire

 

03842-1720

(Address of Principal Executive Offices)

 

(Zip Code)

 

Registrant’s Telephone Number, Including Area Code: (603) 772-0775

 

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 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(s)

 


Name of each exchange on which registered

Common Stock, no par value

 

UTL

 

The 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

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 April 29, 2026, the Company held its Annual Meeting of Shareholders at its offices in Hampton, NH. As of the record date for the meeting, the Company had 17,986,069 shares of common stock issued and outstanding and entitled to vote at the meeting. Of these shares, 15,944,668 shares, or 88.65%, were present in person or represented by proxy at the meeting, which constituted a quorum for the transaction of business at the meeting. At the meeting, the Company’s shareholders voted:

 

1.
To elect three directors of the Company in Class II, nominated by the Company’s Board of Directors, each to serve a three-year term. The final vote was as follows:

 

 

 

No. of Shares

 

 

For

 

Withheld

 

Broker Non Vote

 

Uncast

Neveen F. Awad

 

14,078,633

 

173,620

 

1,692,416

 

0

Winfield S. Brown

 

13,155,531

 

1,096,721

 

1,692,416

 

0

Mark H. Collin

 

14,095,467

 

156,786

 

1,692,416

 

0

 

 

All of the directors listed above were elected at the meeting.

 

2.
To ratify the selection of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for 2026. The final vote was as follows:

 

No. of Shares

For

 

Against

 

Abstain

 

Broker Non Vote

 

Uncast

15,592,938

 

299,503

 

52,228

 

0

 

0

 

3.
To approve, on an advisory basis, the compensation of the Company’s Named Executive Officers. The final vote was as follows:

 

No. of Shares

For

 

Against

 

Abstain

 

Broker Non Vote

 

Uncast

13,722,103

 

443,023

 

87,126

 

1,692,416

 

0

 


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.

 

 

 

UNITIL CORPORATION

 

 

 

 

Date:

May 1, 2026

By:

/s/ Daniel J. Hurstak

 

 

 

Daniel J. Hurstak
Senior Vice President, Chief Financial Officer and Treasurer

 


FAQ

What was approved at Unitil (UTL) 2026 annual shareholder meeting?

Shareholders approved all three proposals at Unitil’s 2026 annual meeting. They elected three Class II directors, ratified Deloitte & Touche LLP as the 2026 independent auditor, and approved on an advisory basis the compensation of the Company’s Named Executive Officers.

How many Unitil (UTL) shares were eligible and voted at the 2026 meeting?

Unitil had 17,986,069 common shares issued, outstanding, and entitled to vote as of the record date. Of these, 15,944,668 shares, or 88.65%, were present in person or by proxy at the meeting, which constituted a quorum for conducting business.

Which directors did Unitil (UTL) shareholders elect in 2026 and with what votes?

Shareholders elected Class II directors Neveen F. Awad, Winfield S. Brown, and Mark H. Collin. For example, Awad received 14,078,633 votes for and 173,620 withheld, while Collin received 14,095,467 votes for and 156,786 withheld, with 1,692,416 broker non-votes for each.

Did Unitil (UTL) shareholders ratify Deloitte & Touche as auditor for 2026?

Yes, shareholders ratified Deloitte & Touche LLP as Unitil’s independent registered public accounting firm for 2026. The vote totaled 15,592,938 shares for, 299,503 against, and 52,228 abstentions, with no broker non-votes or uncast shares reported on this proposal.

How did Unitil (UTL) shareholders vote on executive compensation in 2026?

Shareholders approved, on an advisory basis, the compensation of Unitil’s Named Executive Officers. The say-on-pay proposal received 13,722,103 votes for, 443,023 against, and 87,126 abstentions, with 1,692,416 broker non-votes, indicating overall shareholder support for the current executive pay program.

Where was Unitil’s (UTL) 2026 annual shareholder meeting held?

The 2026 annual meeting of Unitil shareholders took place at the Company’s offices in Hampton, New Hampshire. The principal executive offices are located at 6 Liberty Lane West, Hampton, New Hampshire, with the meeting using this corporate location as the venue.

Filing Exhibits & Attachments

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