XPO 2026 shareholder meeting approves board, auditor
XPO, Inc. reported the results of its 2026 annual meeting of stockholders held on May 19, 2026.
Sentiment and the balance of points
Rhea-AI Sentiment reads the wording of the document, how positive or negative its language is on a 1 to 5 scale. The balance of points shown with the takes weighs what the document actually discloses, so the two can disagree, for example when a trial that missed its main goal is described in upbeat language.
Form Type
8-K
Rhea-AI Filing Summary
XPO, Inc. reported the results of its 2026 annual meeting of stockholders held on May 19, 2026. Stockholders elected all seven director nominees, including Mario Harik, who received 105,394,515 votes for and 1,268,198 votes against, with 41,475 abstentions and 4,266,348 broker non-votes.
Stockholders also ratified the appointment of KPMG LLP as independent registered public accounting firm for fiscal year 2026, with 110,661,351 votes for, 252,095 votes against, and 57,090 abstentions. In addition, they approved the advisory vote on executive compensation, which received 105,514,627 votes for, 1,094,492 votes against, 95,069 abstentions, and 4,266,348 broker non-votes.
8-K Event Classification
Item 5.07 — Submission of Matters to a Vote of Security Holders
1 item
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.
Key Figures
Votes for Mario Harik: 105,394,515 votes
Votes against Mario Harik: 1,268,198 votes
Votes for KPMG ratification: 110,661,351 votes
+4 more
7 metrics
Votes for Mario Harik
105,394,515 votes
Director election at 2026 annual meeting
Votes against Mario Harik
1,268,198 votes
Director election at 2026 annual meeting
Votes for KPMG ratification
110,661,351 votes
Auditor ratification for fiscal 2026
Votes against KPMG ratification
252,095 votes
Auditor ratification for fiscal 2026
Votes for say-on-pay
105,514,627 votes
Advisory vote on executive compensation
Votes against say-on-pay
1,094,492 votes
Advisory vote on executive compensation
Broker non-votes on directors
4,266,348 votes
Director elections at 2026 annual meeting
Key Terms
independent registered public accounting firm, advisory vote, broker non-votes, emerging growth company
4 terms
independent registered public accounting firm financial
"ratify the appointment of KPMG LLP as the Company’s independent registered public accounting firm for fiscal year 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.
advisory vote financial
"approve the advisory vote on the Company’s executive compensation"
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.
broker non-votes financial
"Broker Non-Votes | -------------------------------------------------------------------------------- Mario Harik ... 4,266,348"
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.
emerging growth company regulatory
"405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company"
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.
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
What did XPO (XPO) stockholders vote on at the 2026 annual meeting?
Stockholders voted on three key items: electing seven directors, ratifying KPMG LLP as the independent registered public accounting firm for 2026, and approving an advisory vote on XPO’s executive compensation program, all as described in the company’s Schedule 14A proxy statement.
Were all XPO (XPO) director nominees elected at the 2026 annual meeting?
Yes, all seven XPO director nominees were elected. For example, Mario Harik received 105,394,515 votes for and 1,268,198 votes against, with 41,475 abstentions and 4,266,348 broker non-votes, indicating stockholder support for the proposed board slate.
Did XPO (XPO) stockholders ratify KPMG as the 2026 independent auditor?
Yes, stockholders ratified KPMG LLP as XPO’s independent registered public accounting firm for fiscal year 2026, with 110,661,351 votes for, 252,095 votes against, and 57,090 abstentions, and no broker non-votes reported for this auditor ratification proposal.
How did XPO (XPO) stockholders vote on executive compensation in 2026?
Stockholders approved the advisory vote on XPO’s executive compensation. The say-on-pay proposal received 105,514,627 votes for, 1,094,492 votes against, 95,069 abstentions, and 4,266,348 broker non-votes, reflecting overall support for the company’s executive pay practices.
What are broker non-votes in the XPO (XPO) 2026 annual meeting results?
Broker non-votes are shares held by brokers that weren’t voted on certain proposals because the beneficial owners gave no instructions. For director elections and say-on-pay, XPO reported 4,266,348 broker non-votes, while the auditor ratification proposal had zero broker non-votes.
AI-generated analysis. How Rhea-AI works. Not financial advice.
