Simpson Manufacturing (NYSE: SSD) investors approve all 2026 meeting proposals

Rhea-AI Filing Summary

Simpson Manufacturing Co., Inc. reported the results of its annual stockholder meeting. A quorum was reached, with 38,752,780 shares of common stock represented out of 41,194,018 shares outstanding and entitled to vote as of March 11, 2026. Stockholders elected eight directors, including Michael Olosky and Celeste Volz Ford, to serve until the 2027 annual meeting. They also approved, on an advisory basis, the compensation of the company’s named executive officers and ratified the selection of Grant Thornton LLP as independent registered public accounting firm for the fiscal year ending December 31, 2026.

8-K Event Classification

2 items: 5.07, 9.01

2 items

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.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, and exhibit attachments filed with this report.

Key Figures

Shares outstanding entitled to vote: 41,194,018 shares Shares represented at meeting: 38,752,780 shares Say-on-pay votes for: 36,669,378 votes +4 more

7 metrics

Shares outstanding entitled to vote 41,194,018 shares Common stock outstanding as of March 11, 2026 record date

Shares represented at meeting 38,752,780 shares Shares of common stock represented in person or by proxy, establishing quorum

Say-on-pay votes for 36,669,378 votes Advisory approval of named executive officer compensation

Say-on-pay votes against 644,944 votes Advisory vote opposing named executive officer compensation

Auditor ratification votes for 38,577,835 votes Ratification of Grant Thornton LLP for fiscal year ending December 31, 2026

Director Olosky votes for 37,018,648 votes Votes for director nominee Michael Olosky in Proposal 1

Director Ford votes for 36,700,436 votes Votes for director nominee Celeste Volz Ford in Proposal 1

Key Terms

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

5 terms

broker non-votes financial

"The number of votes cast for or against, as well as abstentions and broker non-votes, if applicable, with respect to each of Proposals 1-3..."

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.

Annual Meeting of Stockholders financial

"On May 6, 2026, the Company held its Annual Meeting of Stockholders (the “Annual Meeting”)."

independent registered public accounting firm financial

"Ratification of the selection of Grant Thornton LLP as the Company’s independent registered public accounting firm for 2026."

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.

advisory basis financial

"Approval, on an advisory basis, of the compensation of the Company’s named executive officers."

Emerging growth company regulatory

"Emerging growth company"

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.

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Understanding 8-K Material Events →

0000920371false00009203712026-05-062026-05-06

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 6, 2026

Simpson Manufacturing Co., Inc. 

(Exact name of registrant as specified in its charter)

Delaware

1-13429

94-3196943

(State or other jurisdiction of incorporation)

(Commission file number)

(I.R.S. Employer Identification No.)

5956 W. Las Positas Boulevard, Pleasanton, CA 94588

 (Address of principal executive offices)

(Registrant’s telephone number, including area code): (925) 560-9000

Securities registered pursuant to Section 12(b) of the Act:
Title of Each Class			Trading Symbol			Name of Each Exchange on Which Registered
Common Stock, par value $0.01 per share			SSD			New York Stock Exchange

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-2)
☐			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))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

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

On May 6, 2026, the Company held its Annual Meeting of Stockholders (the “Annual Meeting”). At the Annual Meeting, the Company’s stockholders voted on the three proposals set forth below. A more detailed description of each proposal is set forth in the Company’s Proxy Statement filed with the Securities and Exchange Commission on March 24, 2026.

Proposal 1: To elect eight directors, each to hold office until the Company's 2027 annual meeting of stockholders or until their successors are duly qualified and elected.

Proposal 2: To approve, on an advisory basis, the compensation of the Company’s named executive officers.

Proposal 3: To ratify the selection of Grant Thornton LLP as the Company’s independent registered public accounting firm for the 2026 fiscal year.

At the close of business on March 11, 2026, the record date for the Annual Meeting, there were 41,194,018 shares of the Company’s common stock outstanding and entitled to vote at the Annual Meeting (“Common Stock”). As the holders of 38,752,780 shares of Common Stock, having a majority of the votes that could be cast by the holders of all outstanding shares of Common Stock, were represented in person or by proxy at the Annual Meeting, a quorum was present.

Each of the foregoing proposals was adopted and approved by the stockholders at the Annual Meeting. The number of votes cast for or against, as well as abstentions and broker non-votes, if applicable, with respect to each of Proposals 1- 3 presented at the Annual Meeting, including a separate tabulation with respect to each director nominee for office are set forth below:

Proposal 1: Election of Directors.

																								Broker
						For						Against						Abstain						Non-Votes
James Andrasick						36,731,368						576,424						37,323						1,407,665
Chau Banks						36,967,419						356,164						21,532						1,407,665
Felica Coney						37,281,551						30,150						33,414						1,407,665
Philip Donaldson						37,206,780						117,141						21,194						1,407,665
Angela Drake						37,177,599						145,503						22,013						1,407,665
Celeste Volz Ford						36,700,436						621,885						22,794						1,407,665
Kenneth Knight						37,295,980						15,608						33,527						1,407,665
Michael Olosky						37,018,648						287,307						39,160						1,407,665

As a result, the eight individuals were elected by the stockholders as directors of the Company, each to hold office until the Company's 2027 annual meeting of stockholders or until his or her successor has been duly qualified and elected.

Proposal 2: Approval, on an advisory basis, of the compensation of the Company’s named executive officers.

FOR						AGAINST						ABSTAIN						BROKER NON-VOTES
36,669,378						644,944						30,793						1,407,665

As a result, the compensation paid to the Company's named executive officers as disclosed in the Company’s proxy statement for the Annual Meeting was approved by the stockholders.

Proposal 3: Ratification of the selection of Grant Thornton LLP as the Company’s independent registered public accounting firm for 2026.

FOR						AGAINST						ABSTAIN			BROKER NON-VOTES
38,577,835						116,705						58,240			0

As a result, the selection of Grant Thornton LLP by the Company's board of directors as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2026 was ratified by the stockholders.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

Exhibit No.						Description
104						Cover Page Interactive Data File (embedded within the XBRL document)

2

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.

Simpson Manufacturing Co., Inc.

(Registrant)

DATE:

May 18, 2026

By

/s/ Cassandra Payton

Cassandra Payton

Executive Vice President, General Counsel

3

FAQ

What did Simpson Manufacturing (SSD) shareholders vote on at the 2026 annual meeting?

Shareholders voted on electing eight directors, approving executive compensation on an advisory basis, and ratifying Grant Thornton LLP as independent registered public accounting firm for the fiscal year ending December 31, 2026.

Were all Simpson Manufacturing (SSD) director nominees elected at the 2026 meeting?

Yes, all eight director nominees, including James Andrasick and Michael Olosky, were elected. Each will serve until the 2027 annual meeting or until a successor is duly qualified and elected, based on majority votes in favor.

How did Simpson Manufacturing (SSD) shareholders vote on executive compensation?

Shareholders approved the compensation of the named executive officers on an advisory basis, with 36,669,378 votes for, 644,944 against, and 30,793 abstentions, plus 1,407,665 broker non-votes recorded on this proposal.

Which audit firm did Simpson Manufacturing (SSD) shareholders ratify for 2026?

Shareholders ratified Grant Thornton LLP as the independent registered public accounting firm for the fiscal year ending December 31, 2026, with 38,577,835 votes for, 116,705 against, and 58,240 abstentions recorded in the vote.

Was a quorum present at Simpson Manufacturing’s 2026 annual stockholder meeting?

Yes, a quorum was present. 38,752,780 shares of common stock were represented in person or by proxy out of 41,194,018 shares outstanding and entitled to vote as of the March 11, 2026 record date.

How many Simpson Manufacturing (SSD) shares were outstanding and entitled to vote?

There were 41,194,018 shares of common stock outstanding and entitled to vote as of the March 11, 2026 record date for the annual meeting, establishing the basis for determining quorum and voting power.

Filing Exhibits & Attachments

3 documents

Other Documents

• EX-101 XBRL TAXONOMY EXTENSION SCHEMA DOCUMENT 1.8 KB
• EX-101 XBRL TAXONOMY EXTENSION LABEL LINKBASE DOCUMENT 22.3 KB
• EX-101 XBRL TAXONOMY EXTENSION PRESENTATION LINKBASE DOCUMENT 12.8 KB