Verisk Analytics (NASDAQ: VRSK) investors back board, pay and proposal

Rhea-AI Filing Summary

Verisk Analytics, Inc. reported that shareholders completed all voting items at the 2026 Annual Meeting held on May 19, 2026. All eleven director nominees were elected to one-year terms, with most receiving over 110 million votes in favor and relatively few votes against or abstentions.

Shareholders approved the advisory, non-binding vote on executive compensation with 106,704,722 votes for, 4,772,523 against, and 2,437,742 abstentions, alongside 5,563,823 broker non-votes. They also ratified Deloitte & Touche LLP as independent auditors for the year ending December 31, 2026, with 111,298,328 votes for.

In addition, a Shareholder Proposal was approved, receiving 59,392,266 votes for, 52,138,536 against, and 2,384,185 abstentions, plus 5,563,823 broker non-votes. These outcomes confirm the company’s existing board slate, its executive pay program, its external auditor, and the adoption of the shareholder-sponsored proposal.

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

Say-on-pay votes for: 106,704,722 votes Say-on-pay votes against: 4,772,523 votes Auditor ratification votes for: 111,298,328 votes +5 more

8 metrics

Say-on-pay votes for 106,704,722 votes Advisory executive compensation approval

Say-on-pay votes against 4,772,523 votes Advisory executive compensation approval

Auditor ratification votes for 111,298,328 votes Ratification of Deloitte & Touche LLP for 2026

Auditor ratification votes against 7,675,807 votes Ratification of Deloitte & Touche LLP for 2026

Shareholder Proposal votes for 59,392,266 votes Approval of Shareholder Proposal

Shareholder Proposal votes against 52,138,536 votes Approval of Shareholder Proposal

Typical broker non-votes 5,563,823 votes On director, pay, and Shareholder Proposal items

High director support example 113,572,313 votes for Election of director nominee Sabra R. Purtill

Key Terms

broker non-votes, independent auditors, advisory, non-binding basis, Shareholder Proposal

4 terms

broker non-votes financial

"Number of Broker Non-Votes 5,563,823"

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

"ratified the appointment of Deloitte & Touche LLP as the Company’s independent auditors"

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, non-binding basis financial

"approved the compensation of the Company’s named executive officers on an advisory, non-binding basis"

Shareholder Proposal financial

"The Company’s shareholders approved the Shareholder Proposal by the following votes"

A shareholder proposal is a formal suggestion submitted by an owner of a company’s stock asking other investors to vote on a specific change in company policy, governance, or operations at a shareholder meeting. It matters to investors because proposals can force public discussion, lead to changes that affect risk, costs, or reputation, and serve as a signal of investor priorities—like a homeowner proposing a new rule at a building meeting that could change how the whole property is run.

Understanding 8-K Material Events →

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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): May 19, 2026

VERISK ANALYTICS, INC.

(Exact name of registrant as specified in its charter)

Delaware		001-34480		26-2994223
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

545 Washington Boulevard, Jersey City, NJ		07310
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code: (201) 469-3000

(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 where registered
Common Stock $.001 par value		VRSK		NASDAQ Global Select Market

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

The following proposals were submitted to the holders of Common Stock of Verisk Analytics, Inc. (the “Company”) for a vote at the 2026 Annual Meeting of Shareholders held on May 19, 2026:

1. The election of eleven members of the Board of Directors each to serve one-year terms;

2. The advisory, non-binding resolution to approve the compensation of the Company’s named executive officers (“say-on-pay”);

3. The ratification of the appointment of Deloitte & Touche LLP as the Company’s independent auditors for the year ending December 31, 2026; and

4. The shareholder proposal for a shareholder right to act by written consent (the “Shareholder Proposal”).

The results of such votes were as follows:

1. The Company’s shareholders elected each of the eleven nominees to the Board of Directors to serve one-year terms by the following votes:

Name of Nominee		Number of Votes For		Number of Votes Against		Number of Votes Abstaining		Number of Broker Non-Votes
Jeffrey Dailey		111,664,993		2,215,623		34,371		5,563,823
Bruce Hansen		110,947,832		2,939,939		27,216		5,563,823
Gregory Hendrick		113,422,681		457,695		34,611		5,563,823
Samuel G. Liss		98,604,848		14,651,638		658,501		5,563,823
Pradip K. Patiath		113,480,578		397,076		37,333		5,563,823
Christopher J. Perry		113,399,224		481,210		34,553		5,563,823
Sabra R. Purtill		113,572,313		306,651		36,023		5,563,823
Lee M. Shavel		112,940,685		945,827		28,475		5,563,823
Olumide Soroye		113,493,488		393,000		28,499		5,563,823
Kimberly S. Stevenson		109,941,042		3,880,892		93,053		5,563,823
Therese M. Vaughan		108,078,278		5,810,119		26,590		5,563,823

2. The Company’s shareholders approved the compensation of the Company’s named executive officers on an advisory, non-binding basis by the following votes:

Number of Votes For		Number of Votes Against		Number of Votes Abstaining		Number of Broker Non-Votes
106,704,722		4,772,523		2,437,742		5,563,823

3. The Company’s shareholders ratified the appointment of Deloitte & Touche LLP as the Company’s independent auditors for the year ending December 31, 2026 by the following votes:

Number of Votes For		Number of Votes Against		Number of Votes Abstaining
111,298,328		7,675,807		504,675

4. The Company’s shareholders approved the Shareholder Proposal by the following votes:

Number of Votes For		Number of Votes Against		Number of Votes Abstaining		Number of Broker Non-Votes
59,392,266		52,138,536		2,384,185		5,563,823

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.		Description
104		Cover Page Interactive Data File (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.

		VERISK ANALYTICS, INC.
Date: May 21, 2026		By:		/s/ Kathy Card Beckles
				Name:		Kathy Card Beckles
				Title:		Executive Vice President and Chief Legal Officer

FAQ

What did Verisk Analytics (VRSK) shareholders vote on at the 2026 annual meeting?

Shareholders voted on electing eleven directors, approving executive compensation on an advisory basis, ratifying Deloitte & Touche LLP as independent auditors for 2026, and a Shareholder Proposal that ultimately received majority support at the meeting.

Were all Verisk Analytics (VRSK) director nominees elected in 2026?

Yes, all eleven director nominees were elected to one-year terms. Most nominees received over 110 million votes for and relatively low opposition, confirming broad shareholder support for the existing board composition for the upcoming term.

How did Verisk Analytics (VRSK) shareholders vote on executive compensation?

Shareholders approved executive compensation on an advisory, non-binding basis. The proposal received 106,704,722 votes for, 4,772,523 against, and 2,437,742 abstentions, with 5,563,823 broker non-votes recorded in the final tally at the meeting.

Which audit firm did Verisk Analytics (VRSK) shareholders ratify for 2026?

Shareholders ratified Deloitte & Touche LLP as independent auditors for the year ending December 31, 2026. The ratification passed with 111,298,328 votes for, 7,675,807 against, and 504,675 abstentions in the auditor appointment vote.

Did the Shareholder Proposal at Verisk Analytics (VRSK) pass in 2026?

Yes, the Shareholder Proposal was approved. It received 59,392,266 votes for, 52,138,536 against, and 2,384,185 abstentions, along with 5,563,823 broker non-votes, indicating a narrow but clear majority of shares cast in favor.

How many broker non-votes were recorded at the Verisk Analytics (VRSK) 2026 meeting?

Broker non-votes totaled 5,563,823 on items subject to them, including director elections, the advisory say-on-pay vote, and the Shareholder Proposal. Broker non-votes occur when brokers lack authority to vote uninstructed shares on certain proposals.

Filing Exhibits & Attachments

3 documents

Other Documents

• EX-101 XBRL TAXONOMY EXTENSION SCHEMA 3.1 KB
• EX-101 XBRL TAXONOMY EXTENSION LABEL LINKBASE 16.8 KB
• EX-101 XBRL TAXONOMY EXTENSION PRESENTATION LINKBASE 10.6 KB