INTERNATIONAL FLAVORS & FRAGRANCES INC 8-K

What Happened

• International Flavors & Fragrances Inc. (IFF) filed an 8‑K reporting the results of its Annual Meeting of Shareholders held April 29, 2026. Ten directors were elected to serve until the 2027 annual meeting: Virginia C. Drosos; Paul J. Fribourg; J. Erik Fyrwald; Brett Icahn; Cynthia T. Jamison; Mehmood Khan; Jesus B. Mantas; Richard Mulligan; Kevin O’Byrne; and Dawn C. Willoughby. The meeting also ratified PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for 2026 and approved, in a non‑binding advisory vote, the compensation of the Company’s named executive officers for 2025.

Key Details

• Director election results included broker non‑votes of 10,103,569 for each director vote. Example tallies: J. Erik Fyrwald — For 228,708,085; Against 407,052; Abstain 68,273. Brett Icahn — For 219,852,087; Against 9,263,970; Abstain 67,353. Dawn C. Willoughby — For 220,938,874; Against 8,187,539; Abstain 56,997.
• Auditor ratification (PricewaterhouseCoopers LLP) — For 223,799,689; Against 15,434,021; Abstain 53,269.
• Advisory vote on named executive officer compensation — For 199,852,600; Against 29,195,584; Abstain 135,226; Broker non‑votes 10,103,569.

Why It Matters

• The re‑election of the full slate of directors and ratification of the auditor confirm the current board and audit arrangements for 2026, affecting corporate governance and oversight continuity.
• The advisory approval of executive compensation (while non‑binding) signals shareholder sentiment on pay practices; the roughly 29.2 million votes against the proposal is a material indicator investors and the company may monitor going forward.