JANEL CORP 8-K

What Happened
Janel Corporation (JANL) filed an 8-K on Feb 6, 2026 reporting the results of its annual meeting held Feb 4, 2026. Stockholders elected the company’s slate of directors and approved non-binding, advisory proposals on executive compensation and the frequency of future advisory votes (the “say-on-pay” vote).

Key Details

• Directors elected (vote totals — For / Against / Abstain):
  • Darren C. Seirer: 890,716 / 298 / 2
  • John Eidinger: 890,716 / 298 / 2
  • Gerard van Kesteren: 890,998 / 16 / 2
  • Karen M. Ryan: 890,998 / 16 / 2
  • Gregory J. Melsen: 890,998 / 16 / 2
  • John J. Gonzalez, II: 827,820 / 63,154 / 42
  • Gregory B. Graves: 890,958 / 16 / 42
• Advisory vote to approve executive compensation (say-on-pay): 888,726 For / 28 Against / 2,262 Abstain — Proposal approved.
• Advisory vote on frequency of future say-on-pay votes: One Year 91,601; Three Years 797,170; Abstain 2,245 — stockholders selected a three-year frequency.
• Proxy statement referenced: definitive proxy dated Dec 18, 2025. Broker non-votes reported as 0.

Why It Matters
These outcomes confirm the board’s composition and give the company a shareholder-approved, non-binding endorsement of its executive compensation practices, with investors preferring that the company hold an advisory vote on pay every three years. For investors, the results signal continuity in management and board oversight and indicate shareholder support for the company’s disclosed compensation policies (though the advisory vote is non-binding).