---
schema_version: "secwatch.filing_event.v1"
accession: "0001016281-26-000039"
form_type: "8-K"
ticker: "CSV"
cik: "0001016281"
company_name: "CARRIAGE SERVICES INC"
filed_at: "2026-05-14T21:15:05+00:00"
generated_at: "2026-05-14T21:16:14.602441+00:00"
event_type: "other_material"
sentiment: "neutral"
materiality_score: 0.4
calibrated_materiality_score: 0.15
confidence: "high"
source: SEC EDGAR
---

# Carriage Services annual meeting: board declassification fails; incentive plan, say-on-pay, auditor ratified

## Summary
- Donald D. Patteson, Jr. and Douglas B. Meehan elected as Class III directors for three-year terms.
- Proposal to declassify board failed because it did not receive required 80% of outstanding shares vote (11.98M for vs 16K against, plus broker non-votes).
- Advisory vote on executive compensation approved (11.88M for, 105K against).
- Second Amendment to 2017 Omnibus Incentive Plan approved (6.14M for, 5.84M against).
- Ratification of Grant Thornton LLP as auditor for FY 2026 approved (13.80M for).

## SEC filing metadata
- accession: 0001016281-26-000039
- form_type: 8-K
- ticker: CSV
- cik: 0001016281
- company_name: CARRIAGE SERVICES INC
- filed_at: 2026-05-14T21:15:05+00:00
- event_type: other_material
- sentiment: neutral
- materiality_score: 0.4
- calibrated_materiality_score: 0.15
- confidence: high
- sec_items: 5.07, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1016281/000101628126000039/0001016281-26-000039-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1016281/000101628126000039/csv-20260514.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001016281-26-000039
- JSON: https://secwatch.observer/filing/0001016281-26-000039.json
- Plain text: https://secwatch.observer/filing/0001016281-26-000039.txt

## Key facts
- Shareholder Votes
  CARRIAGE SERVICES INC shareholders approved Approval of the Second Amendment to the Company's 2017 Omnibus Incentive Plan at the 2026-05-12 meeting.
  - Proposal: equity plan
  - Outcome: passed
  - Meeting: 2026-05-12
  source text: PROPOSAL 4 - APPROVAL OF THE SECOND AMENDMENT TO THE COMPANY’S 2017 OMNIBUS INCENTIVE PLAN Proposal 4 was the approval of the Second Amendment to the Company’s 2017 Omnibus Incentive Plan. The result of the vote was as follows: Votes For Votes Against Abstentions Broker Non-Votes 6,138,408 5,843,510 13,760 1,854,346 Pursuant to the foregoing vote, the Second Amendment to the Company’s 2017 Omnibus Incentive Plan was approved.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1016281/000101628126000039/0001016281-26-000039-index.htm
- Shareholder Votes
  CARRIAGE SERVICES INC shareholders approved Advisory vote on Named Executive Officers' compensation at the 2026-05-12 meeting.
  - Proposal: say on pay
  - Outcome: passed
  - Meeting: 2026-05-12
  source text: PROPOSAL 3 - ADVISORY VOTE ON NAMED EXECUTIVE OFFICERS’ COMPENSATION Proposal 3 was to approve, on an advisory basis, our Named Executive Officers’ compensation, as disclosed in our Proxy Statement. The result of the vote was as follows: Votes For Votes Against Abstentions Broker Non-Votes 11,879,875 104,954 10,849 1,854,346 Pursuant to the foregoing vote, the Named Executive Officer compensation, as disclosed in the Proxy Statement for the Company’s 2026 Annual Meeting, was approved on an advisory basis.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1016281/000101628126000039/0001016281-26-000039-index.htm
- Shareholder Votes
  CARRIAGE SERVICES INC shareholders approved Ratification of Grant Thornton LLP as independent registered public accounting firm for fiscal year ending December 31, 2026 at the 2026-05-12 meeting.
  - Proposal: auditor ratification
  - Outcome: passed
  - Meeting: 2026-05-12
  source text: PROPOSAL 5 - RATIFICATION OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM Proposal 5 was the ratification of Grant Thornton LLP as the independent registered public accounting firm for the fiscal year ending December 31, 2026. The result of the vote was as follows: Votes For Votes Against Abstentions Broker Non-Votes 13,803,398 43,409 3,217 — Pursuant to the foregoing vote, the appointment of Grant Thornton LLP as the independent registered public accounting firm for the fiscal year ending December 31, 2026 was ratified.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1016281/000101628126000039/0001016281-26-000039-index.htm

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