8-KFiled Sep 10, 8:00 PM ET

Gen Digital Inc. Reports 2026 Annual Meeting Results; Say‑on‑Pay Not Approved

$GEN · Gen Digital Inc.

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Gen Digital Inc. Reports 2026 Annual Meeting Results; Say‑on‑Pay Not Approved

What Happened Gen Digital Inc. filed an 8-K reporting the results of its 2026 Annual Meeting of Stockholders held on September 9, 2026. All nine board nominees were elected. The company’s advisory vote to approve executive compensation ("say‑on‑pay") was not approved by shareholders. The appointment of KPMG LLP as the company’s independent registered public accounting firm for fiscal 2027 was ratified.

Key Details

  • Annual Meeting date: September 9, 2026.
  • Board elections: All nine nominees were elected to serve until the next annual meeting — Sue Barsamian, Pavel Baudis, Eric K. Brandt, John C. Chrystal, Nora M. Denzel, Emily Heath, Vincent Pilette, Sherrese M. Smith, and Ondrej Vlcek.
  • Say‑on‑pay vote: For 209,903,985; Against 307,097,626; Abstentions 430,536; Broker non‑votes 28,340,494 — the advisory proposal was not approved. The company said it will continue to meaningfully engage with stockholders and consider feedback.
  • Auditor ratification: KPMG LLP ratified as independent registered public accounting firm for 2027 — For 513,465,792; Against 32,131,523; Abstentions 175,326.

Why It Matters A failed advisory say‑on‑pay vote signals significant shareholder dissatisfaction with executive compensation and typically prompts the company and board to review and engage with investors about pay practices. While the board remained intact (all nominees elected) and the auditor appointment was approved, investors should watch for subsequent company disclosures and engagement outcomes that may lead to changes in compensation policies or governance practices.