---
schema_version: "secwatch.filing_event.v1"
accession: "0000077543-23-000102"
form_type: "8-K"
ticker: "TPC"
cik: "0000077543"
company_name: "TUTOR PERINI CORP"
filed_at: "2023-05-19T23:59:59+00:00"
generated_at: "2026-06-14T20:19:50.196890+00:00"
event_type: "other_material"
sentiment: "negative"
materiality_score: 0.55
calibrated_materiality_score: 0.15
confidence: "high"
source: SEC EDGAR
---

# Tutor Perini shareholders vote against executive compensation; 27.2M votes against

## Summary
- Say-on-pay proposal failed: 11.8M for, 27.2M against, 7.2M broker non-votes.
- Directors Arkley, Horodniceanu, Klein, Lieber, Oneglia each received >20M votes withheld.
- Auditor Deloitte ratified with 45.5M for, 644k against.
- Shareholders voted for annual say-on-pay frequency; 35.8M for one year.
- 10 directors elected despite substantial withhold votes; board diversity still present.

## SEC filing metadata
- accession: 0000077543-23-000102
- form_type: 8-K
- ticker: TPC
- cik: 0000077543
- company_name: TUTOR PERINI CORP
- filed_at: 2023-05-19T23:59:59+00:00
- event_type: other_material
- sentiment: negative
- materiality_score: 0.55
- calibrated_materiality_score: 0.15
- confidence: high
- sec_items: 5.07
- EDGAR index: https://www.sec.gov/Archives/edgar/data/77543/000007754323000102/0000077543-23-000102-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/77543/000007754323000102/tpc-20230517.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0000077543-23-000102
- JSON: https://secwatch.observer/filing/0000077543-23-000102.json
- Plain text: https://secwatch.observer/filing/0000077543-23-000102.txt

## Key facts
- Shareholder Votes
  TUTOR PERINI CORP shareholders approved Election of Directors at the 2023-05-17 meeting.
  - Proposal: director election
  - Outcome: passed
  - Meeting: 2023-05-17
  source text: Proposal 1: Election of Directors The Company's shareholders elected each of the following 10 nominees for director to serve a one-year term expiring at the Company's 2024 Annual Meeting of Shareholders.
  evidence_url: https://www.sec.gov/Archives/edgar/data/77543/000007754323000102/0000077543-23-000102-index.htm
- Shareholder Votes
  TUTOR PERINI CORP shareholders approved Ratification of Appointment of Auditors at the 2023-05-17 meeting.
  - Proposal: auditor ratification
  - Outcome: passed
  - Meeting: 2023-05-17
  source text: Proposal 2: Ratification of Appointment of Auditors The Company's shareholders ratified the selection of Deloitte & Touche LLP, independent registered public accountants, as auditors of the Company for the year ending December 31, 2023.
  evidence_url: https://www.sec.gov/Archives/edgar/data/77543/000007754323000102/0000077543-23-000102-index.htm
- Shareholder Votes
  TUTOR PERINI CORP shareholders approved Advisory Vote on the Frequency of Future Advisory Votes on Executive Compensation at the 2023-05-17 meeting.
  - Proposal: say on pay frequency
  - Outcome: passed
  - Meeting: 2023-05-17
  source text: Proposal 4: Advisory Vote on the Frequency of Future Advisory Votes on Executive Compensation The Company’s shareholders cast their votes with respect to the advisory vote on the frequency of future advisory votes on executive compensation as set forth below: One Year Two Years Three Years Abstentions Broker Non-Votes 35,771,659 43,786 3,120,044 145,681 7,209,749
  evidence_url: https://www.sec.gov/Archives/edgar/data/77543/000007754323000102/0000077543-23-000102-index.htm
- Shareholder Votes
  TUTOR PERINI CORP shareholders rejected Approval on an Advisory (Non-binding) Basis of the Compensation Paid to the Company’s Named Executive Officers at the 2023-05-17 meeting.
  - Proposal: say on pay
  - Outcome: failed
  - Meeting: 2023-05-17
  source text: Proposal 3: Approval on an Advisory (Non-binding) Basis of the Compensation Paid to the Company’s Named Executive Officers The Company’s shareholders cast their votes with respect to the approval on an advisory (non-binding) basis of the compensation paid to the Company's named executive officers as set forth below:
  evidence_url: https://www.sec.gov/Archives/edgar/data/77543/000007754323000102/0000077543-23-000102-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.