Annual say-on-pay votes set yearly at XBP (NASDAQ: XBP)
Filing Impact
Filing Sentiment
Form Type
8-K
Rhea-AI Filing Summary
XBP Global Holdings, Inc. reported the results of its 2026 annual meeting of stockholders. As of the April 21, 2026 record date, there were 11,768,050 shares of common stock outstanding and entitled to vote, and approximately 85.92% of these shares were represented at the meeting.
Stockholders cast votes for each director nominee, with detailed "for," "withheld," and broker non-vote counts disclosed for seven nominees. Additional proposals also received specified votes for, against, and abstaining. Stockholders expressed a clear preference for holding future say-on-pay advisory votes every year.
Consistent with the Board’s prior recommendation, the company stated that future say-on-pay votes will occur on an annual basis until the next advisory vote on frequency, which will take place no later than the 2032 annual meeting of stockholders.
Positive
- None.
Negative
- None.
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
Shares outstanding entitled to vote: 11,768,050 shares
Meeting participation: 85.92% of outstanding shares
Say-on-pay 1-year frequency support: 9,200,507 votes
+2 more
5 metrics
Shares outstanding entitled to vote
11,768,050 shares
Common stock as of record date April 21, 2026
Meeting participation
85.92% of outstanding shares
Shares represented at 2026 annual meeting
Say-on-pay 1-year frequency support
9,200,507 votes
Votes for 1-year say-on-pay frequency option
Proposal vote totals (first item)
9,464,489 for; 642,788 against; 4,001 abstain
One annual meeting proposal vote breakdown
Proposal vote totals (second item)
8,208,462 for; 1,323,885 against; 1,011 abstain
Another annual meeting proposal vote breakdown
Key Terms
broker non-votes, say-on-pay, advisory vote, Emerging growth company, +1 more
5 terms
broker non-votes financial
"Nominee | | Votes For | | Votes Withheld | | Broker Non-Votes"
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.
say-on-pay financial
"future say-on-pay votes will occur on an annual basis"
A say-on-pay is a shareholder vote that gives investors a chance to approve or disapprove a company’s executive compensation packages, typically held at annual meetings. It matters because the vote signals investor satisfaction with how leaders are paid—like customers rating how well managers are rewarded—and can push boards to change pay plans, reducing governance risk and affecting investor confidence and stock value even though the vote is usually advisory rather than legally binding.
advisory vote financial
"next advisory vote on the frequency of say-on-pay votes"
An advisory vote is a shareholder poll that expresses investors’ approval or concern about a company’s policy, executive pay, board decisions or other governance matters but does not legally force the company to act. Think of it like a customer survey: it signals investor sentiment and can pressure management to change course, so investors watch the result as a guide to future governance, risk and potential shifts in strategy.
Emerging growth company regulatory
"Emerging growth company Item 5.07."
An emerging growth company is a recently public or smaller public firm that qualifies for temporary, lighter regulatory and disclosure rules to reduce the cost and effort of being public. For investors, it means the company may provide less historical financial detail and face fewer reporting requirements than larger firms, so it can grow more quickly but also carries higher uncertainty—like buying a promising early-stage product with fewer user reviews.
Inline XBRL technical
"Cover Page Interactive Data File (embedded within the Inline XBRL document)"
Inline XBRL is a file format for financial filings that embeds machine-readable data tags directly inside the human-readable report, so the same document can be read by people and parsed by software. For investors it makes extracting, comparing and verifying financial numbers faster and more reliable—like a grocery list where each item also has a barcode—reducing manual errors and speeding up analysis.
FAQ
What did XBP (XBP) disclose about its 2026 annual meeting?
XBP Global Holdings disclosed detailed voting results from its 2026 annual meeting. It reported director nominee vote totals, outcomes for two additional proposals, and shareholder preferences on how often to hold advisory say-on-pay votes, along with overall participation levels based on shares outstanding.
How did XBP (XBP) stockholders vote on say-on-pay frequency?
Stockholders strongly favored holding say-on-pay votes every year, casting 9,200,507 votes for a one-year frequency. Only small vote counts supported two-year or three-year intervals, leading the company to adopt annual say-on-pay votes until the next frequency vote, scheduled no later than the 2032 meeting.
Were there other proposals voted on at XBP’s 2026 annual meeting?
Yes. XBP reported separate proposals with 9,464,489 votes for, 642,788 against, and 4,001 abstentions on one item, and 8,208,462 for, 1,323,885 against, and 1,011 abstentions on another. Each proposal also included disclosed broker non-vote counts, indicating full tabulation of results.