BERKLEY W R CORP 8-K

What Happened

• W. R. Berkley Corporation (WRB) held its Annual Meeting of Stockholders on June 3, 2026 and filed an 8‑K on June 5, 2026 reporting the results.
• Five directors were elected to staggered terms: W. Robert Berkley, Jr. (term to 2028), Andrew J. Carrier (term to 2027), and María Luisa Ferré, Daniel L. Mosley, and Robert A. Rusbuldt (terms to 2029). Broker non‑votes totaled 21,517,695.
• Stockholders also voted on a non‑binding advisory "say‑on‑pay" vote and ratified the appointment of KPMG LLP as the company’s independent registered public accounting firm for fiscal 2026.

Key Details

• Director vote totals:
  • W. Robert Berkley, Jr.: For 344,315,966; Against 3,079,856; Abstain 87,942; Broker non‑votes 21,517,695.
  • Andrew J. Carrier: For 343,501,667; Against 3,777,847; Abstain 204,250; Broker non‑votes 21,517,695.
  • María Luisa Ferré: For 327,089,743; Against 20,132,498; Abstain 261,523; Broker non‑votes 21,517,695.
  • Daniel L. Mosley: For 339,778,102; Against 7,332,001; Abstain 373,661; Broker non‑votes 21,517,695.
  • Robert A. Rusbuldt: For 340,428,581; Against 6,380,145; Abstain 675,038; Broker non‑votes 21,517,695.
• Say‑on‑pay (non‑binding): For 339,651,297; Against 5,149,752; Abstain 2,682,715; Broker non‑votes 21,517,695.
• Ratification of KPMG LLP as auditor: For 355,949,139; Against 12,941,192; Abstain 111,128.

Why It Matters

• The meeting confirms the company’s board composition through the stated terms, which affects governance and oversight. The advisory approval of executive compensation (say‑on‑pay) passed by a large margin, indicating broad shareholder support for the company’s disclosed pay practices (though the vote is non‑binding). Ratification of KPMG ensures continuity of the company’s external audit for fiscal 2026. These outcomes are routine but material governance items investors monitor for signals about board support, executive pay sentiment, and audit stability.