Current Report · Items 5.07, 9.01 · 8-K
Simpson Manufacturing Co., Inc.
SSDNYSEEQUITYCurrent
Submission of Matters to a Vote of Security Holders
Item 5.07 Submission of Matters to a Vote of Security Holders On May 6, 2026, the Company held its Annual Meeting of Stockholders (the “Annual Meeting”). At the Annual Meeting, the Company’s stockholders voted on the three proposals set forth below. A more detailed description of each proposal is set forth in the Company’s Proxy Statement filed with the Securities and Exchange Commission on March 24, 2026.…
Disclosure sections
Item 5.07Item 5.07 - Submission of Matters to Vote
Item 5.07
Submission of Matters to a Vote of Security Holders
On May 6, 2026, the Company held its Annual Meeting of Stockholders (the “Annual Meeting”). At the Annual Meeting, the Company’s stockholders voted on the three proposals set forth below. A more detailed description of each proposal is set forth in the Company’s Proxy Statement filed with the Securities and Exchange Commission on March 24, 2026.
Proposal 1: To elect eight directors, each to hold office until the Company's 2027 annual meeting of stockholders or until their successors are duly qualified and elected.
Proposal 2: To approve, on an advisory basis, the compensation of the Company’s named executive officers.
Proposal 3: To ratify the selection of Grant Thornton LLP as the Company’s independent registered public accounting firm for the 2026 fiscal year.
At the close of business on March 11, 2026, the record date for the Annual Meeting, there were 41,194,018 shares of the Company’s common stock outstanding and entitled to vote at the Annual Meeting (“Common Stock”). As the holders of 38,752,780 shares of Common Stock, having a majority of the votes that could be cast by the holders of all outstanding shares of Common Stock, were represented in person or by proxy at the Annual Meeting, a quorum was present.
Each of the foregoing proposals was adopted and approved by the stockholders at the Annual Meeting. The number of votes cast for or against, as well as abstentions and broker non-votes, if applicable, with respect to each of Proposals 1- 3 presented at the Annual Meeting, including a separate tabulation with respect to each director nominee for office are set forth below:
Proposal 1: Election of Directors.
Broker
For Against Abstain Non-Votes
James Andrasick 36,731,368 576,424 37,323 1,407,665
Chau Banks 36,967,419 356,164 21,532 1,407,665
Felica Coney 37,281,551 30,150 33,414 1,407,665
Philip Donaldson 37,206,780 117,141 21,194 1,407,665
Angela Drake 37,177,599 145,503 22,013 1,407,665
Celeste Volz Ford 36,700,436 621,885 22,794 1,407,665
Kenneth Knight 37,295,980 15,608 33,527 1,407,665
Michael Olosky 37,018,648 287,307 39,160 1,407,665
As a result, the eight individuals were elected by the stockholders as directors of the Company, each to hold office until the Company's 2027 annual meeting of stockholders or until his or her successor has been duly qualified and elected.
Proposal 2: Approval, on an advisory basis, of the compensation of the Company’s named executive officers.
FOR AGAINST ABSTAIN BROKER NON-VOTES
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36,669,378 644,944 30,793 1,407,665
As a result, the compensation paid to the Company's named executive officers as disclosed in the Company’s proxy statement for the Annual Meeting was approved by the stockholders.
Proposal 3: Ratification of the selection of Grant Thornton LLP as the Company’s independent registered public accounting firm for 2026.
FOR AGAINST ABSTAIN BROKER NON-VOTES
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38,577,835 116,705 58,240 0
As a result, the selection of Grant Thornton LLP by the Company's board of directors as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2026 was ratified by the stockholders.