UNITED PARCEL SERVICE INC 8-K

What Happened
United Parcel Service, Inc. (UPS) announced that at its May 7, 2026 annual meeting of shareowners the company’s shareowners approved the United Parcel Service, Inc. 2026 Omnibus Incentive Compensation Plan and elected all twelve director nominees. The company filed the results in an 8‑K dated May 11, 2026; the new plan (stock and cash awards) is incorporated by reference as Exhibit 10.1.

Key Details

• 2026 Omnibus Incentive Compensation Plan approved: For 907,050,699; Against 111,886,661; Abstain 22,307,071; Broker non‑votes 138,298,865. The plan authorizes grants such as SARs, restricted stock, RSUs, performance shares/units, cash awards.
• Directors elected: All 12 nominees were elected for terms expiring in 2027. (Vote totals varied by nominee; e.g., John Morikis 922,893,354 for, William Johnson 772,320,239 for / 241,975,935 against.)
• Advisory vote on named executive officer compensation passed: For 870,170,397; Against 151,229,847; Abstain 19,844,187.
• Ratification of auditor (Deloitte & Touche LLP) passed: For 1,106,770,802; Against 61,974,035; Abstain 10,798,459.
• Shareowner proposals to change Class A voting (1 vote vs 10), to require third‑party audits on impacts to BIPOC/low‑income communities, and additional carbon alignment reporting were defeated (majorities voted against).

Why It Matters
Approval of the 2026 Omnibus Incentive Plan gives UPS authority to grant equity and cash awards to employees, directors and others, which can affect executive pay programs and potential share dilution over time. The advisory “say‑on‑pay” vote passed, indicating majority shareholder support for current executive compensation. Re‑election of the full board and ratification of Deloitte maintain board and audit continuity. Major shareholder proposals on governance, social and environmental reporting were rejected, signaling limited shareholder appetite for those changes at this meeting.