$FRPH·8-K

FRP HOLDINGS, INC. · May 13, 10:15 AM ET

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FRP HOLDINGS, INC. 8-K

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FRP Holdings, Inc. Reports 2026 Annual Meeting Voting Results

What Happened
FRP Holdings, Inc. filed an 8-K on May 13, 2026 reporting the results of its May 12, 2026 Annual Meeting of Shareholders. Of 19,171,625 shares entitled to vote, 13,067,984 shares (about 68.2%) were represented in person or by proxy. All nine director nominees were elected to one-year terms, the 2026 Equity Incentive Plan was approved by shareholders, and the company’s executive compensation was approved on a non-binding advisory vote.

Key Details

  • Meeting date: May 12, 2026; Form 8-K filed May 13, 2026 (signed by CFO Matthew C. McNulty).
  • Board elections: All nine nominees elected. Example tallies: John D. Baker II — 12,858,414 for / 209,570 withheld; Margaret B. Wetherbee — 12,698,951 for / 369,033 withheld.
  • Equity Incentive Plan (2026): 10,122,237 for (≈77.5%), 2,614,214 against (≈20.0%), 331,533 abstain.
  • Advisory vote on executive compensation (say-on-pay): 12,758,112 for (≈97.6%), 294,780 against, 15,092 abstain.
  • Shares entitled to vote: 19,171,625; shares represented: 13,067,984 (no broker non-votes reported).

Why It Matters

  • Board continuity: Re-election of all nine directors maintains current leadership and oversight, which can affect strategic direction and stability.
  • Equity plan approval: Shareholder support (about 77% for) allows the company to grant stock-based awards under the 2026 Equity Incentive Plan, which can impact future dilution and executive/employee compensation.
  • Strong say-on-pay support (≈97.6% for) signals investor approval of executive compensation practices at this meeting.

Keywords: annual meeting, board election, equity incentive plan, say-on-pay, shareholder vote, FRP Holdings.

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