Waste Connections (NYSE: WCN) reports 2026 shareholder voting outcomes
Rhea-AI Filing Summary
Waste Connections, Inc. held its 2026 annual shareholders meeting on May 15, 2026, where investors elected all eight director nominees to serve until the next annual meeting or earlier resignation. Support was strong, with most directors receiving more than 90% of votes cast, although one nominee, Susan “Sue” Lee, received a lower but still majority level of support.
Shareholders also approved, on a non-binding advisory basis, the Company’s executive compensation (“Say-on-Pay”), and ratified Grant Thornton LLP as independent registered public accounting firm for 2026, authorizing the board to set its fees. These results largely maintain the Company’s existing governance, leadership and compensation structures.
Positive
- None.
Negative
- None.
8-K Event Classification
Key Figures
Key Terms
Say-on-Pay financial
independent registered public accounting firm financial
majority voting policy regulatory
non-binding, advisory basis regulatory
Corporate Governance Guidelines and Board Charter regulatory
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
Current Report
Pursuant To Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date
of Report (Date of earliest event reported):
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(I.R.S. Employer |
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(Former name or address, if changed since last report.)
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Toronto Stock Exchange NYSE Texas |
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):
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Item 5.07. Submission of Matters to a Vote of Security Holders.
The Company held its 2026 annual meeting of shareholders on May 15, 2026 (the “Meeting”).
The Company’s shareholders (the “Shareholders”) elected each of the eight nominees for director to serve until the close of the next annual meeting of Shareholders or until his or her earlier resignation, or his or her successor is duly elected or appointed by the votes indicated below:
| Nominee for Director: | Total Votes For: | Total Votes Withheld: | Total Broker Non-Votes: | ||||||
| Daniel L. Florness | 199,520,109 | 13,083,681 | 8,115,063 | ||||||
| Edward E. “Ned” Guillet | 196,083,938 | 16,519,852 | 8,115,063 | ||||||
| Michael W. Harlan | 196,501,112 | 16,102,678 | 8,115,063 | ||||||
| Elise L. Jordan | 208,573,444 | 4,030,346 | 8,115,063 | ||||||
| Cherylyn Harley LeBon | 210,953,439 | 1,650,351 | 8,115,063 | ||||||
| Susan “Sue” Lee | 141,080,632 | 71,523,158 | 8,115,063 | ||||||
| Ronald J. Mittelstaedt | 207,172,995 | 5,430,795 | 8,115,063 | ||||||
| Carl D. Sparks | 211,114,364 | 1,489,426 | 8,115,063 |
The Shareholders approved, on a non-binding, advisory basis, the compensation of the Company’s named executive officers as disclosed in the Company’s management information circular and proxy statement in respect of the Meeting (“Say-on-Pay”), by the votes indicated below:
| Total Votes For: | 202,685,794 | |||
| Total Votes Against: | 9,000,505 | |||
| Total Votes Abstained: | 917,491 | |||
| Total Broker Non-Votes: | 8,115,063 |
The Shareholders approved the appointment of Grant Thornton LLP as the Company’s independent registered public accounting firm for 2026 and authorized the Company’s Board of Directors to fix the remuneration of the independent registered public accounting firm by the votes indicated below:
| Total Votes For: | 220,060,280 | |||
| Total Votes Withheld: | 658,573 |
Item 8.01. Other Events.
On May 15, 2026, the Company issued a press release announcing that the Shareholders had elected as the Company’s directors each of the nominees listed above under Item 5.07 at the Meeting. The press release announcing the election of the directors and related matters is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.
| (d) | Exhibit. |
| 99.1 | Press Release, dated May 15, 2026, issued by Waste Connections, Inc. |
| 104 | The cover page of Waste Connections, Inc.’s Current Report on Form 8-K formatted in Inline XBRL. |
SIGNATURES
Pursuant to the requirements of the U.S. Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| WASTE CONNECTIONS, INC. | ||
| Date: May 15, 2026 | BY: | /s/ Mary Anne Whitney |
| Mary Anne Whitney | ||
| Executive Vice President and Chief Financial Officer | ||
Exhibit 99.1
WASTE CONNECTIONS ANNUAL SHAREHOLDERS MEETING RESULTS
TORONTO, ONTARIO, May 15, 2026 – Waste Connections, Inc. (TSX/NYSE: WCN) (“Waste Connections” or the “Company”) today announced the results of its annual meeting of shareholders (the “Meeting”). All eight director nominees in the Company’s 2026 management information circular and proxy statement (the “Proxy Statement”) were nominated and elected as directors of the Company at the Meeting. Each director will serve until the close of the next annual meeting of shareholders or until his or her earlier resignation, or his or her successor is duly elected or appointed.
Detailed results of the vote are:
| Nominee | Votes For | % Votes For | Votes Withheld | % Votes Withheld | ||||||||||||
| Daniel L. Florness | 199,520,109 | 93.84 | 13,083,681 | 6.15 | ||||||||||||
| Edward E. “Ned” Guillet | 196,083,938 | 92.22 | 16,519,852 | 7.77 | ||||||||||||
| Michael W. Harlan | 196,501,112 | 92.42 | 16,102,678 | 7.57 | ||||||||||||
| Elise L. Jordan | 208,573,444 | 98.10 | 4,030,346 | 1.89 | ||||||||||||
| Cherylyn Harley LeBon | 210,953,439 | 99.22 | 1,650,351 | 0.77 | ||||||||||||
| Susan “Sue” Lee | 141,080,632 | 66.35 | 71,523,158 | 33.64 | ||||||||||||
| Ronald J. Mittelstaedt | 207,172,995 | 97.44 | 5,430,795 | 2.55 | ||||||||||||
| Carl D. Sparks | 211,114,364 | 99.29 | 1,489,426 | 0.70 | ||||||||||||
All director nominees were elected in accordance with the majority voting policy included in the Company’s Corporate Governance Guidelines and Board Charter, with each receiving a majority of the total votes cast in respect of his or her election.
The shareholders approved on a non-binding, advisory basis the compensation of the Company’s named executive officers as disclosed in the Proxy Statement (“Say-on-Pay”).
The shareholders approved the appointment of Grant Thornton LLP as the Company’s independent registered public accounting firm for 2026 and authorized the Company’s Board of Directors to fix the remuneration of the independent registered public accounting firm.
Final voting results on all matters considered at the Meeting will be filed with the U.S. Securities and Exchange Commission and the securities commissions or similar regulatory authorities in Canada.
About Waste Connections
Waste Connections (wasteconnections.com) is an integrated solid waste services company that provides non-hazardous waste collection, transfer and disposal services, including by rail, along with resource recovery primarily through recycling and renewable fuels generation. The Company serves approximately nine million residential, commercial and industrial customers in mostly exclusive and secondary markets across 46 states in the U.S. and six provinces in Canada. Waste Connections also provides non-hazardous oilfield waste treatment, recovery and disposal services in several basins across the U.S. and Canada, as well as intermodal services for the movement of cargo and solid waste containers in the Pacific Northwest. Waste Connections views its Environmental, Social and Governance (“ESG”) efforts as integral to its business, with initiatives consistent with its objective of long-term value creation and focused on reducing emissions, increasing resource recovery of both recyclable commodities and clean energy fuels, reducing reliance on off-site disposal for landfill leachate, further improving safety and enhancing employee engagement. Visit wasteconnections.com/sustainability for more information and updates on our progress towards targeted achievement.
CONTACT:
| Mary Anne Whitney / (832) 442-2253 | Joe Box / (832) 442-2153 |
| maryannew@wasteconnections.com | joe.box@wasteconnections.com |