---
schema_version: "secwatch.filing_event.v1"
accession: "0000085961-24-000084"
form_type: "8-K"
ticker: "R"
cik: "0000085961"
company_name: "RYDER SYSTEM INC"
filed_at: "2024-05-06T23:59:59+00:00"
generated_at: "2026-06-02T22:39:59.405201+00:00"
event_type: "other_material"
sentiment: "neutral"
materiality_score: 0.3
calibrated_materiality_score: 0.15
confidence: "high"
source: SEC EDGAR
---

# Ryder shareholders re-elect all 11 directors; two climate proposals fail

## Summary
- All 11 director nominees elected; highest support 37.6M shares for Hagemann, Nord, Stockton.
- Advisory say-on-pay passed with 36.1M for vs 1.6M against.
- Ratification of PricewaterhouseCoopers as auditor approved with 40.2M for.
- Climate science-based targets proposal defeated (29.2M against vs 8.3M for).
- Climate change strategy & employment proposal defeated (22.4M against vs 15.2M for).

## SEC filing metadata
- accession: 0000085961-24-000084
- form_type: 8-K
- ticker: R
- cik: 0000085961
- company_name: RYDER SYSTEM INC
- filed_at: 2024-05-06T23:59:59+00:00
- event_type: other_material
- sentiment: neutral
- materiality_score: 0.3
- calibrated_materiality_score: 0.15
- confidence: high
- sec_items: 5.07
- EDGAR index: https://www.sec.gov/Archives/edgar/data/85961/000008596124000084/0000085961-24-000084-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/85961/000008596124000084/r-20240503.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0000085961-24-000084
- JSON: https://secwatch.observer/filing/0000085961-24-000084.json
- Plain text: https://secwatch.observer/filing/0000085961-24-000084.txt

## Key facts
- Shareholder Votes
  RYDER SYSTEM INC shareholders rejected To vote, on an advisory basis, on a shareholder proposal regarding managing climate risk through science-based targets and transition planning at the 2024-05-03 meeting.
  - Proposal: say on pay
  - Outcome: failed
  - Meeting: 2024-05-03
  source text: Proposal 4 - To vote, on an advisory basis, on a shareholder proposal regarding managing climate risk through science-based targets and transition planning.
  evidence_url: https://www.sec.gov/Archives/edgar/data/85961/000008596124000084/0000085961-24-000084-index.htm
- Shareholder Votes
  RYDER SYSTEM INC shareholders approved Election of eleven directors for a one-year term of office expiring at the 2025 Annual Meeting at the 2024-05-03 meeting.
  - Proposal: director election
  - Outcome: passed
  - Meeting: 2024-05-03
  source text: At the Annual Meeting of Shareholders of Ryder System, Inc. (the "Company"), held on May 3, 2024, our shareholders voted as indicated below on the following proposals. All proposals other than Proposals 4 and 5 passed, and each director nominee was re-elected. Proposal 1 - Election of eleven directors for a one-year term of office expiring at the 2025 Annual Meeting.
  evidence_url: https://www.sec.gov/Archives/edgar/data/85961/000008596124000084/0000085961-24-000084-index.htm
- Shareholder Votes
  RYDER SYSTEM INC shareholders rejected To vote, on an advisory basis, on a shareholder proposal regarding the Company's climate change strategy and related impacts on employment at the 2024-05-03 meeting.
  - Proposal: say on pay
  - Outcome: failed
  - Meeting: 2024-05-03
  source text: Proposal 5 - To vote, on an advisory basis, on a shareholder proposal regarding the Company's climate change strategy and related impacts on employment.
  evidence_url: https://www.sec.gov/Archives/edgar/data/85961/000008596124000084/0000085961-24-000084-index.htm
- Shareholder Votes
  RYDER SYSTEM INC shareholders approved Approval, on an advisory basis, of the compensation of the Company's named executive officers at the 2024-05-03 meeting.
  - Proposal: say on pay
  - Outcome: passed
  - Meeting: 2024-05-03
  source text: Proposal 3 - Approval, on an advisory basis, of the compensation of the Company’s named executive officers.
  evidence_url: https://www.sec.gov/Archives/edgar/data/85961/000008596124000084/0000085961-24-000084-index.htm
- Shareholder Votes
  RYDER SYSTEM INC shareholders approved Ratification of the appointment of PricewaterhouseCoopers LLP as the independent registered certified public accounting firm for the 2024 fiscal year at the 2024-05-03 meeting.
  - Proposal: auditor ratification
  - Outcome: passed
  - Meeting: 2024-05-03
  source text: Proposal 2 - Ratification of the appointment of PricewaterhouseCoopers LLP as the independent registered certified public accounting firm for the 2024 fiscal year.
  evidence_url: https://www.sec.gov/Archives/edgar/data/85961/000008596124000084/0000085961-24-000084-index.htm

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