OLD REPUBLIC INTERNATIONAL CORP 8-K

What Happened Old Republic International Corporation (ORI) filed an 8-K on May 27, 2026 reporting the results of its Annual Meeting of Shareholders held May 21, 2026. Shareholders voted on three proposals: the election of directors, ratification of KPMG LLP as ORI’s independent registered public accounting firm for 2026, and an advisory vote to approve executive compensation.

The meeting elected Barbara A. Adachi and Craig R. Smiddy as directors (vote totals below). Shareholders also ratified KPMG as auditor and approved the advisory say‑on‑pay proposal. The report was signed by Thomas A. Dare, Senior Vice President, Secretary and General Counsel.

Key Details

• Directors elected:
  • Barbara A. Adachi — For: 174,188,935; Against: 13,143,343; Withheld: 278,784; Broker non‑votes: 33,552,877.
  • Craig R. Smiddy — For: 186,719,862; Against: 707,003; Withheld: 184,197; Broker non‑votes: 33,552,877.
• Auditor ratification (KPMG LLP): For: 219,756,934; Against: 1,135,237; Abstain: 271,768; Broker non‑votes: 0.
• Advisory vote on executive compensation: For: 185,114,374; Against: 1,873,740; Abstain: 622,948; Broker non‑votes: 33,552,877.

Why It Matters These vote results confirm the company’s board composition and continued engagement with its shareholders on governance and compensation. Ratification of KPMG provides continuity for ORI’s 2026 financial reporting and audit oversight. The approval of the advisory executive compensation vote indicates majority shareholder support for management pay practices at the time of the meeting.