Shareholders approve NCR Voyix (NYSE: VYX) directors, pay, auditor and 2026 plan
Filing Impact
Filing Sentiment
Form Type
8-K
Rhea-AI Filing Summary
NCR Voyix Corporation reported results from its 2026 Annual Meeting of Stockholders held on June 3, 2026. Stockholders approved the new 2026 Stock Incentive Plan, which became effective the same day and replaces the prior 2017 stock incentive plan for future awards.
Eight directors were elected to serve until the 2027 annual meeting, each receiving strong majority support. Stockholders also approved, on an advisory basis, the compensation of the company’s named executive officers and ratified the appointment of PricewaterhouseCoopers LLP as independent auditor for the fiscal year ending December 31, 2026.
Positive
- None.
Negative
- None.
8-K Event Classification
2 items: 5.02, 5.07
2 items
Item 5.02
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers
Governance
Key personnel changes including departures, elections, or appointments of directors and executive officers.
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
Say-on-pay votes for: 126,141,264 votes
Auditor ratification votes for: 139,467,622 votes
2026 Stock Incentive Plan votes for: 122,928,557 votes
+3 more
6 metrics
Say-on-pay votes for
126,141,264 votes
Advisory approval of named executive officer compensation at 2026 annual meeting
Auditor ratification votes for
139,467,622 votes
Ratification of PricewaterhouseCoopers LLP for fiscal year ending December 31, 2026
2026 Stock Incentive Plan votes for
122,928,557 votes
Approval of NCR Voyix Corporation 2026 Stock Incentive Plan
James Kelly director votes for
126,996,169 votes
Election to the Board for term expiring at 2027 annual meeting
Series A liquidation preference
$1,000 per share
Liquidation preference for Series A Convertible Preferred Stock entitled to vote at meeting
Record date for voting
March 16, 2026
Record date determining holders entitled to vote at 2026 Annual Meeting
Key Terms
2026 Stock Incentive Plan, Say on Pay, Broker Non-Votes, Series A Convertible Preferred Stock, +1 more
5 terms
2026 Stock Incentive Plan financial
"The NCR Voyix Corporation 2026 Stock Incentive Plan (the "Plan") was approved by the stockholders"
Say on Pay financial
"Say on Pay: Advisory Vote on the Compensation of the Named Executive Officers."
Say on pay is a shareholder vote—typically nonbinding—on a company’s executive compensation package, allowing investors to approve or reject how top managers are paid. Think of it as a public performance review: widespread disapproval can signal poor governance, prompt changes to pay practices, attract activist investors, and influence investor confidence and share value. It matters because it gives owners a direct way to influence compensation that affects company incentives and long-term performance.
Broker Non-Votes financial
"Votes For | Votes Against | Votes Abstained | Broker Non-Votes"
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.
Series A Convertible Preferred Stock financial
"record holders of shares of Series A Convertible Preferred Stock, par value $0.01 per share"
Series A convertible preferred stock is a class of shares sold in an early funding round that gives investors a mix of protection and upside: it pays a priority claim over common shares if the company is sold or closes, but can be converted into ordinary shares to share in future growth. Think of it like a hybrid between a safer stake and a ticket to ownership; it matters to investors because it affects who controls the company, how future gains are split, and how much their investment is protected from downside.
independent registered public accounting firm financial
"the Company’s independent registered public accounting firm for the fiscal year ending December 31, 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.
FAQ
Were all NCR Voyix (VYX) director nominees elected in 2026?
Yes, all eight NCR Voyix director nominees were elected. Each candidate, including James Kelly and Janet Haugen, received a clear majority of votes cast and will serve until the 2027 annual meeting, subject to their successors being duly elected and qualifying.
Who was entitled to vote at NCR Voyix’s 2026 annual meeting?
Record holders as of March 16, 2026 were entitled to vote. This included holders of NCR Voyix common stock and Series A Convertible Preferred Stock, with preferred holders voting together with common shareholders on an as-converted basis for each proposal.