Innovate Corp (NYSE: VATE) investors approve board slate, pay and equity plan

Filing Impact

(Moderate)

Filing Sentiment

(Neutral)

Form Type

8-K

Rhea-AI Filing Summary

Innovate Corp. reported the results of its Annual Meeting of Stockholders held on June 11, 2026. Stockholders elected four directors — Avram A. Glazer, Warren H. Gfeller, Brian S. Goldstein and Amy M. Wilkinson — to serve until the 2027 annual meeting.

Stockholders also approved, on a non-binding advisory basis, the compensation of the company’s named executive officers and approved an amendment to the Second Amended and Restated 2014 Omnibus Equity Award Plan to increase the shares available for equity awards. In addition, they ratified the appointment of BDO USA, P.C. as independent registered public accounting firm for the fiscal year ending December 31, 2026.

8-K Event Classification

2 items: 5.07, 9.01

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 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, and exhibit attachments filed with this report.

Key Figures

Votes for Avram A. Glazer: 8,983,029 votes Votes for advisory say-on-pay: 8,989,176 votes Votes for equity plan amendment: 9,060,801 votes +1 more

4 metrics

Votes for Avram A. Glazer 8,983,029 votes Director election at Annual Meeting

Votes for advisory say-on-pay 8,989,176 votes Non-binding executive compensation proposal

Votes for equity plan amendment 9,060,801 votes Amendment to 2014 Omnibus Equity Award Plan

Votes for auditor ratification 11,509,455 votes Ratification of BDO USA, P.C. for FY ending Dec. 31, 2026

Key Terms

non-binding, advisory proposal, Second Amended and Restated 2014 Omnibus Equity Award Plan, independent registered public accounting firm, Broker Non-Votes

4 terms

non-binding, advisory proposal regulatory

"The stockholders voted to approve the non-binding, advisory proposal on the compensation of the Company’s named executive officers."

Second Amended and Restated 2014 Omnibus Equity Award Plan financial

"The stockholders voted to approve an amendment to the Company’s Second Amended and Restated 2014 Omnibus Equity Award Plan to increase the number of shares..."

independent registered public accounting firm regulatory

"The stockholders voted to ratify the appointment of BDO USA, P.C., 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.

Broker Non-Votes regulatory

"For | Against | Abstain | Broker Non-Votes 8,989,176 | 256,597 | 118,523 | —"

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.

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Understanding 8-K Material Events →

06/11/2026 - 04:35 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):			June 11, 2026

INNOVATE CORP.®

(Exact name of registrant as specified in its charter)


Delaware	001-35210	54-1708481
(State or other jurisdiction of incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)


295 Madison Ave, 12th Fl
New York, NY						10017
(Address of principal executive offices)						(Zip Code)


Registrant’s telephone number, including area code:						(212) 235-2691

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 (see General Instruction A.2. below):


☐			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	Name of each exchange on which registered
Common Stock, par value $0.001 per share	VATE	New York Stock Exchange
Preferred Stock Purchase Rights	N/A	New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in 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

The Annual Meeting of Stockholders (the “Annual Meeting”) of the Company was held on June 11, 2026. The final voting results for each of the matters submitted to a vote of stockholders at the Annual Meeting are as follows:


Proposal 1:			Election of Directors

The stockholders voted to elect the following four nominees as members of the Board of Directors of the Company, each to hold office until the Company’s 2027 Annual Meeting of Stockholders and until his or her successor is duly elected and qualified. The results of the vote were as follows:


Director Name	For	Against	Abstain	Broker Non-Votes
Avram A. Glazer	8,983,029	374,259	7,008	—
Warren H. Gfeller	8,951,178	404,999	8,119	—
Brian S. Goldstein	9,036,379	315,691	12,226	—
Amy M. Wilkinson	9,041,451	314,727	8,118	—


Proposal 2:			Approval, on a non-binding, advisory basis, of the compensation of the Company's named executive officers (“Say on Pay Vote”)

The stockholders voted to approve the non-binding, advisory proposal on the compensation of the Company’s named executive officers. The results of the vote were as follows:


For	Against	Abstain	Broker Non-Votes
8,989,176	256,597	118,523	—


Proposal 3:			Approval of Amendment to Second Amended and Restated 2014 Omnibus Equity Award Plan to increase the number of shares of Common Stock available for issuance thereunder (“Second A&R 2014 Plan Proposal”)

The stockholders voted to approve an amendment to the Company’s Second Amended and Restated 2014 Omnibus Equity Award Plan to increase the number of shares of Common Stock available for issuance thereunder. The results of the vote were as follows:


For	Against	Abstain	Broker Non-Votes
9,060,801	270,953	32,542	—


Proposal 4:			Ratification of the appointment of BDO USA, P.C., as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2026 (“Accounting Firm Proposal”)

The stockholders voted to ratify the appointment of BDO USA, P.C., as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2026. The results of the vote were as follows:


For	Against	Abstain	Broker Non-Votes
11,509,455	332,271	9,337	0


Item 9.01			Financial Statements and Exhibits.

(d) Exhibits


Exhibit No.			Description
104			Cover Page Interactive Data File (the cover page XBRL tags are embedded within the inline XBRL document).

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.

Date: June 11, 2026

INNOVATE Corp. (Registrant)

By:

/s/ Michael J. Sena

Name: Michael J. Sena

Title: Chief Financial Officer

Source: View Original Filing on SEC EDGAR

FAQ

What did Innovate Corp. (VATE) stockholders decide at the 2026 annual meeting?

Stockholders elected four directors, approved executive compensation on a non-binding advisory basis, amended the 2014 Omnibus Equity Award Plan to increase available shares, and ratified BDO USA, P.C. as independent auditor for the fiscal year ending December 31, 2026.

Which directors were elected to Innovate Corp.’s (VATE) board in 2026?

Stockholders elected Avram A. Glazer, Warren H. Gfeller, Brian S. Goldstein and Amy M. Wilkinson as directors. Each will serve until Innovate Corp.’s 2027 Annual Meeting of Stockholders and until a successor is duly elected and qualified, according to the disclosed voting results.

Did Innovate Corp. (VATE) stockholders approve executive compensation in 2026?

Yes. Stockholders approved a non-binding, advisory proposal on the compensation of Innovate Corp.’s named executive officers. The advisory nature means the vote provides feedback on pay practices but does not directly change existing compensation arrangements set by the board of directors.

What change was made to Innovate Corp.’s 2014 Omnibus Equity Award Plan?

Stockholders approved an amendment to the Second Amended and Restated 2014 Omnibus Equity Award Plan. The amendment increases the number of shares of common stock available for issuance under the plan, supporting future equity awards such as stock options or restricted stock.

Who is Innovate Corp.’s (VATE) auditor for the year ending December 31, 2026?

Stockholders ratified the appointment of BDO USA, P.C. as Innovate Corp.’s independent registered public accounting firm for the fiscal year ending December 31, 2026. Ratification confirms shareholder support for BDO’s role in auditing the company’s financial statements during that period.

Were there broker non-votes reported in Innovate Corp.’s 2026 annual meeting results?

For the director elections, say-on-pay proposal, and equity plan amendment, broker non-votes were reported as none. For the ratification of BDO USA, P.C. as auditor, the results show 11,509,455 votes for, 332,271 against and 9,337 abstentions, with 0 broker non-votes.

Filing Exhibits & Attachments

4 documents