$CBL·8-K

CBL & ASSOCIATES PROPERTIES INC · May 26, 2:09 PM ET

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CBL & ASSOCIATES PROPERTIES INC 8-K

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CBL & Associates Reports 2026 Annual Meeting Vote Results

What Happened
CBL & Associates Properties, Inc. filed an 8-K reporting the results of its annual meeting held May 21, 2026 (filed May 26, 2026). Shareholders elected seven directors to one-year terms, ratified Deloitte & Touche LLP as auditor for fiscal 2026, and approved the advisory (non-binding) executive compensation proposal.

Key Details

  • Directors elected (votes For / Withheld; broker non-votes = 1,578,021 for each director):
    • Marjorie L. Bowen: 25,043,181 For / 270,456 Withheld
    • David J. Contis: 24,995,406 For / 318,231 Withheld
    • David M. Fields: 23,819,393 For / 1,494,244 Withheld
    • Robert G. Gifford: 25,088,128 For / 225,509 Withheld
    • Jeffrey Kivitz: 25,011,744 For / 301,893 Withheld
    • Stephen D. Lebovitz: 25,210,106 For / 103,531 Withheld
    • Michael A. Torres: 25,182,004 For / 131,633 Withheld
  • Auditor ratified: Deloitte & Touche, LLP — 26,415,581 For; 458,487 Against; 17,590 Abstentions.
  • Advisory "say-on-pay" approved: 22,773,554 For; 346,714 Against; 2,193,369 Abstentions; broker non-votes 1,578,021.
  • Report signed May 26, 2026 by Benjamin W. Jaenicke, EVP, CFO & Treasurer.

Why It Matters
The results confirm board continuity for another year and formalize Deloitte as the company’s independent auditor for 2026. The advisory approval of executive compensation indicates shareholder support, though it is non-binding; relatively large abstentions and consistent broker non-votes (1.58M shares) show a portion of shares were not voted on some matters, which can affect the margin of shareholder approvals.

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