PRA GROUP INC 8-K

What Happened PRA Group, Inc. (PRAA) filed an 8-K on June 23, 2026 reporting results of its June 16, 2026 Annual Meeting. Stockholders approved an amendment to the 2022 Omnibus Incentive Plan to add 3,500,000 shares (the Amended and Restated 2022 Equity Plan). The company also reported the election of its slate of directors, ratified Ernst & Young LLP as auditor for 2026, and approved the advisory Say-on-Pay vote for named executive officer compensation.

Key Details

• Equity plan increase: approved addition of 3,500,000 shares to the 2022 Equity Plan; full plan text filed as Exhibit 10.1 to the 8-K. Vote: For 26,552,984; Against 5,442,103; Abstain 7,906; Broker non-vote 2,029,734.
• Director elections: all nominated directors were elected to serve through the 2027 meeting. Example tallies: Adrian M. Butler (For 29,976,285; Against 2,019,831), Marjorie M. Connelly (For 31,631,104; Against 364,227), Lance L. Weaver (For 28,885,156; Against 3,106,214).
• Auditor ratification: Ernst & Young LLP ratified as independent registered public accounting firm for 2026. Vote: For 33,877,552; Against 146,010; Abstain 9,165.
• Say-on-Pay: advisory approval of named executive officer compensation. Vote: For 29,754,777; Against 2,204,747; Abstain 43,469; Broker non-vote 2,029,734.

Why It Matters Approving 3.5 million additional shares for the equity plan expands the pool available for stock-based awards (used for executive and employee compensation), which can affect future share dilution and incentive expense. Re-election of the board and ratification of Ernst & Young maintain governance continuity. The advisory Say-on-Pay approval indicates shareholder support for the company’s executive compensation approach, which is relevant for governance and management stability.