Business Context and Reporting Period
This Form 8-K filing by Granite Construction Incorporated reports the results of the Annual Meeting of Stockholders held on June 4, 2026. The filing covers the submission of matters to a vote of security holders, including director elections, executive compensation, 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 voting outcomes.
Material Changes and Voting Results
A total of 39,613,581 shares were present or represented by proxy, representing 90.55% of shares outstanding as of the April 10, 2026 record date. The voting results were as follows:
- Director Elections: Three nominees were elected for a term expiring at the 2029 Annual Meeting:
- Carlos M. Hernandez: 35,382,639 For; 1,430,055 Against; 32,802 Abstain.
- Kyle T. Larkin: 36,400,650 For; 425,134 Against; 19,712 Abstain.
- Celeste B. Mastin: 34,744,741 For; 1,983,229 Against; 117,526 Abstain.
- Executive Compensation (Say-on-Pay): The advisory vote was approved with 36,462,738 For; 324,877 Against; 57,881 Abstain.
- Auditor Ratification: PricewaterhouseCoopers LLP was ratified as the independent registered public accounting firm for the year ending December 31, 2026, with 38,361,352 For; 1,143,968 Against; 108,261 Abstain.
Guidance, Outlook, and Risks
The filing text does not provide a clear value for guidance, outlook, management commentary, risks, contingencies, or unusual items.
Key Facts for Investor Verification
- Verify the final composition of the Board of Directors following the election of Hernandez, Larkin, and Mastin.
- Confirm the appointment of PricewaterhouseCoopers LLP as the auditor for the fiscal year ending December 31, 2026.
- Note the high level of shareholder participation (90.55%) at the Annual Meeting.
- Review the specific "Against" vote counts for director nominees, particularly for Celeste B. Mastin (1,983,229 votes), to assess shareholder sentiment.