AXIS CAPITAL HOLDINGS LTD 8-K

What Happened

• AXIS Capital Holdings Limited (AXS) filed an 8-K on May 18, 2026 reporting results from its Annual General Meeting held May 14, 2026. Shareholders elected Class II directors, approved a non-binding advisory vote on executive compensation, and approved the appointment of Deloitte Ltd. as independent registered public accounting firm for the fiscal year ending December 31, 2026.
• All nominees were elected (no solicitation in opposition). Class II directors elected to serve until the 2029 Annual Meeting were W. Marston Becker, Michael Millegan, and Lizabeth Zlatkus.

Key Details

• Director elections (votes reported):
  • W. Marston Becker — For: 56,706,463; Against: 6,127,270; Abstain: 19,609; Broker non-votes: 5,069,503.
  • Michael Millegan — For: 58,859,830; Against: 3,974,529; Abstain: 18,982; Broker non-votes: 5,069,503.
  • Lizabeth Zlatkus — For: 58,913,959; Against: 3,910,818; Abstain: 28,565; Broker non-votes: 5,069,503.
• Advisory vote on executive compensation (non-binding): For: 60,651,433; Against: 2,147,422; Abstain: 54,487; Broker non-votes: 5,069,503.
• Auditor appointment: Deloitte Ltd., Hamilton, Bermuda approved as independent registered public accounting firm for fiscal 2026 — For: 64,530,374; Against: 3,373,816; Abstain: 18,654. The Board, through the Audit Committee, is authorized to set Deloitte’s fees.

Why It Matters

• The election of the three Class II directors secures AXIS Capital’s board composition through the 2029 annual meeting and signals shareholder support for the nominees named in the proxy.
• The advisory approval of executive compensation (a non-binding "say-on-pay") indicates shareholder support for the company’s pay practices, though the board retains discretion.
• Approval of Deloitte Ltd. as the independent auditor establishes the firm that will audit AXIS Capital’s 2026 financial statements and underscores who will perform the company’s external financial review for the year.