$AAP·8-K

ADVANCE AUTO PARTS INC · May 22, 4:01 PM ET

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ADVANCE AUTO PARTS INC 8-K

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Advance Auto Parts Reports 2026 Annual Meeting Vote Results

What Happened
Advance Auto Parts, Inc. (AAP) filed an 8-K disclosing the results of its 2026 Annual Meeting held on May 20, 2026. Ten director nominees were elected to serve until the 2027 Annual Meeting. Stockholders also voted on a non-binding advisory vote to approve executive compensation (say-on-pay) and ratified Deloitte & Touche LLP as the company’s independent registered public accounting firm for 2026.

Key Details

  • Board elections: All 10 nominees were elected. Example vote totals: Carla J. Bailo — For 51,110,772 / Against 1,131,507 / Abstain 18,681; Eugene I. Lee, Jr. — For 43,991,451 / Against 8,250,306 / Abstain 19,203. There were 5,169,702 broker non-votes recorded for each nominee.
  • Say-on-pay (non-binding): For 50,144,674 / Against 2,032,744 / Abstain 83,542 / Broker non-votes 5,169,702. The advisory vote to approve named executive officers’ compensation was approved.
  • Auditor ratification: Deloitte & Touche LLP was ratified as the independent registered public accounting firm for 2026 — For 56,420,460 / Against 947,410 / Abstain 62,792.

Why It Matters
These votes confirm the company’s board slate and governance decisions for the coming year, including continued oversight by the newly elected directors and retention of Deloitte as auditor. The affirmative say-on-pay result signals shareholder support for the company’s executive compensation approach, though notable against votes for certain directors (e.g., Eugene I. Lee, Jr.) indicate some shareholder dissent worth monitoring in future governance updates.

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