On May 12, 2026, Carmen A. Tapio, Director, gave notice of her decision to retire from the Board of Directors (the “Board”) of Werner Enterprises, Inc. (the “Company”), effective May 12, 2026.
Key facts
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Executive changeSEC 8-K Item 5.02confidence 0.95
Carmen A. Tapio retired as Director at WERNER ENTERPRISES INC.
Action
retired
Role
Director
Exact text from the filing
On May 12, 2026, Carmen A. Tapio, Director, gave notice of her decision to retire from the Board of Directors (the “Board”) of Werner Enterprises, Inc. (the “Company”), effective May 12, 2026.
WERNER ENTERPRISES INC shareholders approved Election of Class II and Class III directors at the 2026-05-12 meeting.
Proposal
director election
Outcome
passed
Meeting
2026-05-12
Exact text from the filing
Proposal 1 . The Company's stockholders elected three Class II directors to serve on the Board for a three-year term expiring at the 2029 Annual Meeting of Stockholders, and elected one Class III director to serve on the Board for a one-year term expiring at the 2027 Annual Meeting of Stockholders. Final voting results were as follows: Broker For Withheld Abstained Non-Votes Diane K. Duren - Class II 54,558,313 1,651,783 — 1,541,943 Derek J. Leathers - Class II 54,471,859 1,738,237 — 1,541,943 Michelle D. Livingstone - Class II 54,798,094 1,412,002 — 1,541,943 M. Gayle Packer - Class III 54,714,810 1,495,286 — 1,541,943
WERNER ENTERPRISES INC shareholders approved Advisory resolution on executive compensation at the 2026-05-12 meeting.
Proposal
say on pay
Outcome
passed
Meeting
2026-05-12
Exact text from the filing
Proposal 2 . The Company's stockholders approved the advisory resolution on executive compensation. Final voting results were as follows: Broker For Against Abstained Non-Votes 54,000,280 1,369,015 840,801 1,541,943
WERNER ENTERPRISES INC shareholders approved Ratification of appointment of KPMG LLP as independent registered public accounting firm for year ending December 31, 2026 at the 2026-05-12 meeting.
Proposal
auditor ratification
Outcome
passed
Meeting
2026-05-12
Exact text from the filing
Proposal 3 . The Company's stockholders ratified the appointment of KPMG LLP as the Company's independent registered public accounting firm for the year ending December 31, 2026. Final voting results were as follows: Broker For Against Abstained Non-Votes 55,653,773 2,094,638 3,628 —
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