UNISYS CORP 8-K

What Happened

• Unisys Corporation (UIS) filed an 8-K reporting the results of its April 30, 2026 Annual Meeting and a board leadership change. As of the March 2, 2026 record date, 72,326,365 shares of common stock were outstanding and 63,856,851 shares (88.28%) were voted.
• All 10 director nominees were elected to serve until the 2027 annual meeting. Following the retirement of Peter Altabef, the Board appointed independent director Nathaniel A. Davis as Chair (he had served as Lead Independent Director since 2018); the Board will no longer have a separate Lead Independent Director.
• Shareholders also voted on executive compensation, the company’s auditor and equity plan amendments, and a charter amendment to eliminate supermajority voting provisions.

Key Details

• Outstanding shares (record date Mar 2, 2026): 72,326,365; shares voted at meeting: 63,856,851 (88.28%).
• Election: All 10 nominees elected (example vote for Nathaniel A. Davis: 52,903,762 for; 1,893,291 against; 350,664 abstentions; 8,709,134 broker non-votes).
• Auditor ratified: Grant Thornton LLP ratified as independent registered public accounting firm (62,104,832 for; 1,087,886 against; 664,133 abstentions).
• Other votes: Advisory approval of 2025 NEO compensation passed (45,098,697 for; 9,640,191 against); amendment to 2024 Long-Term Incentive and Equity Compensation Plan approved (44,964,590 for; 9,906,909 against). Amendment to eliminate supermajority voting provisions was not approved (52,943,887 for; 1,935,641 against; 268,189 abstentions; 8,709,134 broker non-votes).

Why It Matters

• Board leadership: Naming Nathaniel A. Davis as Chair is a direct governance change that centralizes the board leadership role and may affect board oversight and shareholder engagement going forward.
• Governance signals: Ratification of the auditor and approval of compensation and equity-plan amendments show shareholder support for routine governance matters, while the failure to approve elimination of supermajority provisions means the company’s charter voting thresholds remain unchanged.
• Investor takeaway: The 8-K provides clear vote tallies and confirms the board/committee structure and key governance outcomes that investors use to assess company oversight and governance trends.