Assertio Holdings, Inc. 8-K

What Happened

• Assertio Holdings, Inc. (ASRT) filed an 8-K on May 7, 2026 reporting results from its annual meeting. Stockholders reelected all six director nominees to terms expiring at the 2027 annual meeting, approved an amendment to the Amended and Restated 2014 Omnibus Incentive Plan to add 400,000 shares, gave advisory approval to executive compensation, and ratified Grant Thornton LLP as the company’s independent registered public accounting firm for fiscal 2026. The amended 2014 Plan is filed as Exhibit 10.1 to the 8-K.

Key Details

• Directors elected (votes For / Against / Abstentions / Broker non-votes):
  • Heather L. Mason: 1,760,660 For / 488,116 Against / 25,397 Abstain / 1,802,006 Broker non-votes
  • Sravan K. Emany: 1,757,938 For / 490,430 Against / 25,803 Abstain / 1,802,008 Broker non-votes
  • Sigurd C. Kirk: 1,748,914 For / 499,041 Against / 26,216 Abstain / 1,802,008 Broker non-votes
  • William T. McKee: 1,751,923 For / 496,448 Against / 25,801 Abstain / 1,802,007 Broker non-votes
  • Mark L. Reisenauer: 1,783,789 For / 463,495 Against / 26,887 Abstain / 1,802,008 Broker non-votes
  • David M. Stark: 1,767,339 For / 480,127 Against / 26,705 Abstain / 1,802,008 Broker non-votes
• 2014 Plan amendment (Proposal 2): Approved — 1,613,296 For / 578,470 Against / 82,404 Abstentions / 1,802,009 Broker non-votes. The amendment increases shares available under the company’s equity incentive plan by 400,000 shares.
• Executive compensation (Proposal 3, advisory): Approved — 1,739,652 For / 451,308 Against / 83,209 Abstentions / 1,802,010 Broker non-votes.
• Auditor ratification (Proposal 4): Ratified Grant Thornton LLP — 3,577,437 For / 289,020 Against / 209,722 Abstentions (no broker non-votes).

Why It Matters

• The approved 400,000-share increase to the 2014 Omnibus Incentive Plan provides the company additional shares to grant as stock awards or options, which can be used to attract and retain employees and executives but may result in future dilution to existing shareholders as awards vest and shares are issued.
• Reelection of all six directors preserves board continuity and the company’s current governance team through the 2027 annual meeting.
• Advisory approval of executive pay signals shareholder support for the company’s compensation policies; auditor ratification confirms continuity with Grant Thornton LLP for the 2026 audit.