Business Context and Reporting Period
This Form 8-K reports the results of the Annual Meeting of Stockholders for Amentum Holdings, Inc. held on February 6, 2026. The filing details the voting outcomes for director elections, auditor ratification, and executive compensation.
Key Financial Metrics
This filing is a current report regarding corporate governance events and does not contain financial performance data. There are no disclosures regarding revenue, profit, cash flow, margins, debt, or liquidity in this document.
Material Changes and Voting Results
The following material events occurred at the Annual Meeting:
- Director Elections: All 13 nominees were elected to the Board of Directors. Notable voting statistics include:
- Barbara L. Loughran: Received the highest number of "Against" votes (21,071,794) and abstentions (435,524) among the nominees, though still elected with 199,318,344 "For" votes.
- Other Nominees: Received significantly fewer "Against" votes, ranging from approximately 194,808 to 2,281,213.
- Broker Non-Votes: 12,216,943 broker non-votes were recorded for all director proposals.
- Auditor Ratification: Stockholders approved the appointment of Ernst & Young LLP as the independent registered public accounting firm for fiscal year 2026.
- Votes For: 232,680,957
- Votes Against: 188,696
- Votes Abstained: 172,952
- Executive Compensation (Say-on-Pay): Stockholders approved, on an advisory basis, the compensation of named executive officers for fiscal 2025.
- Votes For: 214,017,720
- Votes Against: 5,778,604
- Votes Abstained: 1,029,338
Guidance, Outlook, and Risks
This filing does not provide management commentary, financial guidance, outlook, or specific risk factors. It strictly reports the administrative outcomes of the shareholder vote.
Investor Verification Checklist
- Verify the total number of shares outstanding to contextualize the voting percentages.
- Review the proxy statement for the rationale behind the higher "Against" vote count for director Barbara L. Loughran.
- Confirm the fiscal year 2025 executive compensation details referenced in the advisory vote.
- Check subsequent filings for the official appointment of the new board members and the commencement of the audit by Ernst & Young LLP.