Knife River Corp 8-K

What Happened

• Knife River Corporation (KNF) filed an 8‑K (May 21, 2026) announcing the appointment of Peggy S. Rebstock as Vice President, Chief Accounting Officer and Controller, effective May 21, 2026. Ms. Rebstock was previously VP of Financial Planning & Analysis (since Oct 6, 2024) and has prior region controller roles within Knife River subsidiaries.
• The company also changed Marney L. Kadrmas’ title from Vice President and Chief Accounting Officer to Senior Vice President of Financial Strategy, effective May 21, 2026.
• At the Annual Meeting held May 20, 2026, shareholders elected two Class III directors, approved the advisory vote on executive compensation and ratified Deloitte & Touche LLP as the independent auditor. Vote totals are reported below.

Key Details

• Appointment effective date: May 21, 2026. Ms. Rebstock, age 53.
• Compensation and incentive terms (per Offer Letter): $320,000 annual base salary; eligible for the 2026 executive cash incentive plan with a 50% target (prorated for time in role); remains in long‑term incentive plan for 2026; expected 2027 target equity award value ≈ 65% of base salary (subject to 2027 Compensation Committee approval); eligible for Change in Control Severance Plan with a 2x multiple.
• Annual Meeting vote highlights:
  • Director elections: Karen B. Fagg — 44,894,087 for / 2,265,537 against / 43,546 abstentions / 4,455,896 broker non‑votes. Brian R. Gray — 47,091,577 for / 60,554 against / 51,039 abstentions / 4,455,896 broker non‑votes.
  • Advisory Say‑on‑Pay: 45,322,044 for / 1,777,385 against / 103,741 abstentions / 4,455,896 broker non‑votes (approved, non‑binding).
  • Auditor ratification (Deloitte): 49,836,805 for / 1,769,228 against / 53,033 abstentions (approved).

Why It Matters

• The appointment of a new principal accounting officer (Ms. Rebstock) is material for investors because the role leads financial reporting and internal control oversight. Her compensation and change‑in‑control coverage indicate management continuity and standard executive alignment with company incentive plans.
• The board and governance votes show shareholder support for the incumbent director slate, the company’s executive pay program (advisory), and the continued use of Deloitte as auditor—factors that support governance and financial reporting continuity.