Business Context and Reporting Period
This Form 8-K reports on the results of the 2026 Annual Meeting of Stockholders held by GPGI, Inc. on June 11, 2026. The filing details the voting outcomes for director elections, executive compensation proposals, and auditor ratification.
Key Financial Metrics
The filing text does not provide a clear value for revenue, profit, cash flow, margins, debt, or liquidity. This report focuses exclusively on corporate governance and shareholder voting results.
Material Changes and Voting Results
At the record date of April 15, 2026, there were 289,861,033 shares of Common Stock outstanding. A quorum was established with 262,176,371 shares represented. The following matters were approved:
- Director Election: Four Class II directors were elected. Notable vote splits included:
- Joseph J. DeAngelo: 249,815,353 For / 402,592 Withheld
- Brian F. Hughes: 244,650,151 For / 5,567,794 Withheld
- Mark R. James: 230,584,975 For / 19,632,970 Withheld
- Thomas R. Knott: 242,484,633 For / 7,733,312 Withheld
- Say-on-Pay: Approved on an advisory basis (231,699,270 For vs. 18,439,834 Against).
- Say-on-Frequency: Shareholders approved an annual advisory vote on executive compensation (250,019,750 votes for "Every One Year").
- Auditor Ratification: Ernst & Young LLP was ratified as the independent registered public accounting firm for the fiscal year ending December 31, 2026 (262,162,349 For vs. 5,694 Against).
Guidance, Outlook, and Risks
The filing contains no management commentary regarding financial guidance, future outlook, risks, contingencies, or unusual items. The document is strictly a disclosure of shareholder voting outcomes.
Investor Verification Checklist
- Verify the specific term expiration dates for the newly elected Class II directors (expiring at the 2029 annual meeting).
- Review the 2026 proxy statement for details on the 2025 executive compensation package approved by shareholders.
- Confirm the appointment of Ernst & Young LLP for the fiscal year ending December 31, 2026.
- Note the significant "Withheld" votes for directors Mark R. James and Thomas R. Knott relative to other nominees.