INSTEEL INDUSTRIES INC 8-K

What Happened Insteel Industries Inc (IIIN) held its 2026 Annual Meeting of Shareholders on February 10, 2026 and filed an 8‑K reporting the results. Shareholders elected three director nominees, approved the advisory vote on executive compensation, and ratified the appointment of Grant Thornton LLP as the company’s independent registered public accounting firm for the fiscal year ending October 3, 2026. The company’s proxy statement for the meeting was filed January 2, 2026.

Key Details

• Election of directors:
  • Abney S. Boxley II — 13,497,372 votes for; 2,875,707 withheld; 1,638,505 broker non‑votes. Elected to a three‑year term ending at the 2029 Annual Meeting.
  • Anne H. Lloyd — 16,265,341 votes for; 107,738 withheld; 1,638,505 broker non‑votes. Elected to a three‑year term ending at the 2029 Annual Meeting.
  • Eric J. Zernikow — 16,046,529 votes for; 326,550 withheld; 1,638,505 broker non‑votes. Elected to a one‑year term ending at the 2027 Annual Meeting.
• Advisory vote on executive compensation (say‑on‑pay): 15,758,514 votes for; 493,414 against; 121,151 abstentions; 1,638,505 broker non‑votes — proposal approved on an advisory basis.
• Ratification of auditor: Grant Thornton LLP ratified as independent registered public accounting firm for fiscal year ending Oct 3, 2026 — 17,661,421 for; 231,854 against; 118,309 abstentions.

Why It Matters These outcomes confirm the company’s board composition and corporate governance direction as supported by shareholders. The approval of the advisory executive compensation vote indicates shareholder backing (on an advisory basis) of the company’s executive pay practices. Ratification of Grant Thornton LLP provides continuity for the company’s external audit for fiscal 2026. Together, these results are routine governance actions investors watch for indications of board stability and shareholder sentiment.