$ACHC·8-K

Acadia Healthcare Company, Inc. · May 6, 5:02 PM ET

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Acadia Healthcare Company, Inc. 8-K

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Acadia Healthcare Reports Annual Meeting Vote Results

What Happened Acadia Healthcare Company, Inc. held its annual meeting of stockholders on May 6, 2026 and filed an 8‑K reporting the voting results. Stockholders elected three Class III directors to serve until the 2029 annual meeting, approved a second amendment to the company’s Amended and Restated Incentive Compensation Plan, voted (non‑binding) to approve executive compensation, and ratified Ernst & Young LLP as the independent registered public accounting firm for fiscal 2026.

Key Details

  • Directors elected (Class III, terms to 2029):
    • Daniel J. Cancelmi: For 80,276,613; Against 608,441; Abstain 50,781; Broker non‑votes 5,002,484.
    • Michael J. Fucci: For 73,587,992; Against 7,296,976; Abstain 50,867; Broker non‑votes 5,002,484.
    • Patrice A. Harris, M.D., M.A.: For 80,535,426; Against 350,255; Abstain 50,154; Broker non‑votes 5,002,484.
  • Incentive plan amendment: Approved 80,102,444 For, 779,641 Against, 53,750 Abstain (5,002,484 broker non‑votes).
  • Say‑on‑pay (non‑binding): Approved 60,889,503 For, 19,942,924 Against, 103,408 Abstain (5,002,484 broker non‑votes). The level of opposition was roughly 25% of votes cast.
  • Auditor ratification: Ernst & Young LLP ratified 83,941,435 For, 1,947,371 Against, 49,513 Abstain.

Why It Matters

  • Board continuity: Re‑electing the three Class III directors maintains the current board composition through 2029 and confirms investor support for most nominees; one nominee (Michael J. Fucci) received noticeably higher opposition than the others.
  • Compensation and incentives: Approval of the second amendment to the Incentive Compensation Plan allows the company to implement the changes described in its proxy filing; this affects how the company grants and administers equity and incentive awards going forward.
  • Shareholder feedback: The non‑binding say‑on‑pay proposal passed but attracted significant dissent (~25% against), a signal management and the board may consider when reviewing executive pay practices.
  • Routine governance: Ratification of the auditor was approved by a large majority, completing the standard corporate governance items reported at the meeting.

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