Vestis (NYSE: VSTS) shareholders approve directors, pay and Deloitte as auditor

Rhea-AI Filing Summary

Vestis Corporation reported the results of its 2026 Annual Meeting of Shareholders held on February 18, 2026. Shareholders elected three directors—Tracy Jokinen, Mary Anne Whitney, and Ena Williams—to serve until the 2027 annual meeting or until their successors are elected and qualified.

Jokinen received 103,095,382 votes for and 231,199 against; Whitney received 103,136,955 for and 189,553 against; Williams received 101,004,339 for and 2,293,927 against, with 8,291,956 broker non-votes for each. Shareholders also approved, on a non-binding advisory basis, named executive officer compensation with 100,489,423 votes for, 2,650,098 against, and 200,811 abstentions.

In addition, shareholders ratified the appointment of Deloitte & Touche LLP as independent registered public accounting firm for the fiscal year ending October 2, 2026, with 110,186,736 votes for, 1,431,038 against, and 14,514 abstentions.

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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

February 18, 2026

Date of Report (Date of earliest event reported)

___________________________

Vestis Corporation

(Exact name of Registrant as Specified in its Charter)

___________________________

Delaware			001-41783			92-2573927
(State or other Jurisdiction of Incorporation)			(Commission File Number)			(IRS Employer Identification No.)
1035 Alpharetta Street, Suite 2100,
Roswell, Georgia						30075
(Address of Principal Executive Offices)						(Zip Code)

(470) 226-3655

(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):

o			Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o			Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o			Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o			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, par value $0.01 per share

VSTS

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 o

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. o

Item 5.07.    Submission of Matters to a Vote of Security Holders

Vestis Corporation (the “Company”) held its 2026 Annual Meeting on February 18, 2026. At the meeting, shareholders voted on the matters disclosed in the Company’s Proxy Statement filed on January 8, 2026. Set forth below are the final voting results with respect to each matter voted upon by the Company’s shareholders:

1. Election of each of the following three director nominees to the Company’s Board to serve until the Company’s 2027 Annual Meeting or until their respective successor has been duly elected and qualified:

Nominees for Director			For			Against			Abstentions			Broker Non-Votes
Tracy Jokinen			103,095,382			231,199			13,751			8,291,956
Mary Anne Whitney			103,136,955			189,553			13,824			8,291,956
Ena Williams			101,004,339			2,293,927			42,066			8,291,956

2. Approval, on a non-binding, advisory basis, of the compensation of the Company’s named executive officers as disclosed in the Company’s definitive proxy statement for the 2026 Annual Meeting of Shareholders filed January 8, 2026:

For			Against			Abstentions			Broker Non-Votes
100,489,423			2,650,098			200,811			8,291,956

3. Ratification of the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the Company’s fiscal year ending October 2, 2026.

For			Against			Abstentions
110,186,736			1,431,038			14,514

SIGNATURE

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.

Vestis Corporation

Date:

February 24, 2026

By:

/s/ André C. Bouchard

Name:

André C. Bouchard

Title:

Executive Vice President, Chief Legal Officer, General Counsel and Secretary

FAQ

What did Vestis Corporation (VSTS) shareholders vote on at the 2026 Annual Meeting?

Shareholders voted on three items: electing three directors, approving on a non-binding basis the compensation of named executive officers, and ratifying Deloitte & Touche LLP as the independent registered public accounting firm for the fiscal year ending October 2, 2026.

Which directors were elected to Vestis Corporation’s board at the 2026 meeting?

Shareholders elected Tracy Jokinen, Mary Anne Whitney, and Ena Williams to the board. Each will serve until the 2027 Annual Meeting of Shareholders or until a successor is duly elected and qualified, reflecting majority support for the existing board slate.

How did Vestis (VSTS) shareholders vote on executive compensation in 2026?

Shareholders approved, on a non-binding advisory basis, the compensation of named executive officers with 100,489,423 votes for, 2,650,098 against, and 200,811 abstentions, along with 8,291,956 broker non-votes. This indicates overall shareholder support for the company’s compensation programs.

Was Deloitte & Touche LLP ratified as Vestis Corporation’s auditor for 2026?

Yes. Shareholders ratified Deloitte & Touche LLP as Vestis Corporation’s independent registered public accounting firm for the fiscal year ending October 2, 2026, with 110,186,736 votes for, 1,431,038 against, and 14,514 abstentions, confirming continued engagement of the audit firm.

What were the broker non-votes in Vestis Corporation’s 2026 director elections?

Each director election—Tracy Jokinen, Mary Anne Whitney, and Ena Williams—recorded 8,291,956 broker non-votes. Broker non-votes occur when brokers do not have discretionary voting authority on certain proposals and do not receive specific voting instructions from beneficial owners.

When and where was the Vestis Corporation 2026 Annual Meeting held?

The 2026 Annual Meeting of Shareholders for Vestis Corporation was held on February 18, 2026. The company’s principal executive offices are located at 1035 Alpharetta Street, Suite 2100, Roswell, Georgia 30075, which provides corporate headquarters context for shareholders.

Filing Exhibits & Attachments

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