Aveanna Healthcare (NASDAQ: AVAH) shareholders back board, auditor and executive pay

(Moderate)

(Neutral)

Form Type

8-K

Rhea-AI Filing Summary

Aveanna Healthcare Holdings Inc. reported the results of its 2026 Annual Meeting of Stockholders held on May 29, 2026. Stockholders elected three Class II directors—Rodney D. Windley, Sam Weil, and Steven E. Rodgers—to three-year terms ending at the 2029 Annual Meeting.

Ernst & Young LLP was ratified as the independent registered public accounting firm for the fiscal year ending January 2, 2027, with 198,808,170 votes for and 477,379 against. Stockholders also approved, on a non-binding advisory basis, the compensation of the company’s named executive officers, with 160,094,458 votes for and 19,490,871 against. No other matters were considered.

8-K Event Classification

Item 5.07 — Submission of Matters to a Vote of Security Holders

1 item

Item 5.07 Submission of Matters to a Vote of Security Holders Governance

Results of a shareholder vote on proposals at an annual or special meeting.

Key Figures

Votes for Rodney D. Windley: 150,079,425 votes Votes for Sam Weil: 160,026,278 votes Votes for Steven E. Rodgers: 168,380,101 votes +4 more

7 metrics

Votes for Rodney D. Windley 150,079,425 votes Election as Class II director at 2026 Annual Meeting

Votes for Sam Weil 160,026,278 votes Election as Class II director at 2026 Annual Meeting

Votes for Steven E. Rodgers 168,380,101 votes Election as Class II director at 2026 Annual Meeting

Auditor ratification for votes 198,808,170 votes Ratification of Ernst & Young LLP for FY ending Jan. 2, 2027

Auditor ratification against votes 477,379 votes Opposed ratification of Ernst & Young LLP

Say-on-pay for votes 160,094,458 votes Non-binding advisory approval of executive compensation

Say-on-pay against votes 19,490,871 votes Non-binding advisory approval of executive compensation

Key Terms

broker non-votes, non-binding advisory resolution, independent registered public accounting firm, Annual Meeting of Stockholders, +1 more

5 terms

broker non-votes financial

"Votes For | Against | Abstentions | Broker Non-Votes 160,094,458 | | 19,490,871 | | 61,105 | | 19,773,305"

Broker non-votes occur when a brokerage firm is unable to vote on a shareholder’s behalf during a company election or decision because the shareholder has not given specific voting instructions, and the broker is not allowed or chooses not to vote on certain matters. They are important because they can affect the outcome of votes, especially when the results are close, by effectively reducing the total number of votes cast.

non-binding advisory resolution financial

"Proposal 3: Approval of a non-binding advisory resolution approving the compensation of the Company’s named executive officers"

A non-binding advisory resolution is a shareholder vote that expresses investors’ opinion or recommendation but does not legally force the company to act. Think of it like a public survey: management can ignore it, but a strong vote for or against signals investor sentiment, can sway board behavior or policy decisions, and may influence market perception and future, potentially binding, actions.

independent registered public accounting firm financial

"Ratification of the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm"

An independent registered public accounting firm is an outside accounting company officially registered with the government regulator to examine and report on a public company's financial records and controls. Investors treat its reports like an impartial inspector’s certificate — they add credibility to financial statements, help spot errors or misleading claims, and reduce the risk that shareholders are relying on unchecked or biased numbers.

Annual Meeting of Stockholders financial

"held its 2026 Annual Meeting of Stockholders on May 29, 2026"

emerging growth company regulatory

"Emerging growth company Item 5.07 Submission of Matters to a Vote of Security Holders."

An emerging growth company is a recently public or smaller public firm that qualifies for temporary, lighter regulatory and disclosure rules to reduce the cost and effort of being public. For investors, it means the company may provide less historical financial detail and face fewer reporting requirements than larger firms, so it can grow more quickly but also carries higher uncertainty—like buying a promising early-stage product with fewer user reviews.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Understanding 8-K Material Events →

Available on EDGAR 05/29/2026 - 04:16 PM Accepted by SEC EDGAR 05/29/2026 - 04:15 PM

FAQ

What did Aveanna Healthcare (AVAH) stockholders decide at the 2026 Annual Meeting?

Aveanna stockholders elected three Class II directors, ratified Ernst & Young LLP as auditor, and approved executive compensation on an advisory basis. All three proposals received strong majority support, and no additional matters were brought to a vote.

Were Aveanna Healthcare’s 2026 director nominees elected by stockholders?

Yes. Rodney D. Windley, Sam Weil, and Steven E. Rodgers were elected as Class II directors. They received 150,079,425; 160,026,278; and 168,380,101 votes for, respectively, and will serve three-year terms expiring at the 2029 Annual Meeting.

Did Aveanna Healthcare (AVAH) ratify its independent auditor for fiscal 2026?

Yes. Stockholders ratified Ernst & Young LLP as Aveanna’s independent registered public accounting firm for the fiscal year ending January 2, 2027. The vote was 198,808,170 for, 477,379 against, and 134,190 abstentions, with no broker non-votes reported.

How did Aveanna Healthcare stockholders vote on executive compensation in 2026?

Stockholders approved a non-binding advisory resolution on named executive officer compensation. The vote totaled 160,094,458 shares for, 19,490,871 against, and 61,105 abstentions, with 19,773,305 broker non-votes, indicating majority support for the disclosed pay program.

Were there any other proposals at Aveanna Healthcare’s 2026 Annual Meeting?

No. Only three proposals were considered: election of three Class II directors, ratification of Ernst & Young LLP as auditor, and a non-binding advisory vote on executive compensation. The company states that no other matters were considered or voted upon.

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

     Date of Report (Date of earliest event reported): May 29, 2026

    

Aveanna Healthcare Holdings Inc.

(Exact name of Registrant as Specified in Its Charter)


Delaware	001-40362	81-4717209
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

400 Interstate North Parkway SE
Atlanta, Georgia		30339
(Address of Principal Executive Offices)		(Zip Code)

     Registrant’s Telephone Number, Including Area Code: 770 441-1580

    

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:


Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, par value $0.01 per share	AVAH	The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 5.07 Submission of Matters to a Vote of Security Holders.

Aveanna Healthcare Holdings Inc., a Delaware corporation (the “Company”), held its 2026 Annual Meeting of Stockholders on May 29, 2026 (the “Annual Meeting”). The final voting results for the proposals submitted to a vote of the Company’s stockholders at the Annual Meeting are as follows:

Proposal 1: Election of the three Class II directors to the Board of Directors of the Company for three-year terms expiring at the Company’s 2029 Annual Meeting of Stockholders:


	Votes	Votes	Broker
Director	For	Withheld	Non-Votes
Rodney D. Windley	150,079,425	29,567,009	19,773,305
Sam Weil	160,026,278	19,620,156	19,773,305
Steven E. Rodgers	168,380,101	11,266,333	19,773,305

Proposal 2: Ratification of the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending January 2, 2027:


Votes	Votes		Broker
For	Against	Abstentions	Non-Votes
198,808,170	477,379	134,190	-

Proposal 3: Approval of a non-binding advisory resolution approving the compensation of the Company’s named executive officers as disclosed in the Company’s 2026 Proxy Statement for the Annual Meeting:


Votes	Votes		Broker
For	Against	Abstentions	Non-Votes
160,094,458	19,490,871	61,105	19,773,305

No other matters were considered or voted upon at the Annual Meeting.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.


			AVEANNA HEALTHCARE HOLDINGS INC.

Date:	May 29, 2026	By:	/s/ Jerry Perchik
			Jerry Perchik Chief Legal Officer and Secretary

Source: View Original Filing on SEC EDGAR

Filing Exhibits & Attachments

1 document