8-K
filed June 17, 2026, 4:04 PM ET
ticker MA
CIK 0001141391
other material
confidence high
sentiment neutral
materiality 0.10
Mastercard shareholders elect 11 directors, approve exec compensation, defeat two proposals
Mastercard Inc
- All 11 director nominees elected; highest vote was Youngme Moon (738.7M for), lowest was Julius Genachowski (660.1M for).
- Advisory vote on executive compensation passed with 701.0M for, 38.0M against.
- Ratification of PwC as auditor for 2026 approved with 726.1M for, 58.5M against.
- Shareholder proposal on right to act by written consent defeated (219.8M for, 509.6M against).
- Shareholder proposal on cumulative voting for directors defeated (22.9M for, 715.4M against).
Key facts
Extracted from this filing and checked against the source text.
Shareholder Votes
SEC 8-K Item 5.07
confidence 1.0
Mastercard Inc shareholders approved Ratification of PricewaterhouseCoopers LLP as independent registered public accounting firm for 2026 at the 2026-06-16 meeting.
- Proposal
- auditor ratification
- Outcome
- passed
- Meeting
- 2026-06-16
Exact text from the filing
3. The holders of Class A common stock ratified the appointment of PricewaterhouseCoopers LLP as Mastercard’s independent registered public accounting firm for 2026: For Against Abstain 726,095,824 58,529,894 726,829
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 1.0
Mastercard Inc shareholders rejected Stockholder proposal to adopt cumulative voting for the election of directors at the 2026-06-16 meeting.
- Proposal
- director election
- Outcome
- failed
- Meeting
- 2026-06-16
Exact text from the filing
5. The holders of Class A common stock did not approve the stockholder proposal to adopt cumulative voting for the election of directors: For Against Abstain Broker Non-Votes 22,939,249 715,414,648 2,549,641 44,449,009
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 1.0
Mastercard Inc shareholders approved Advisory approval of Mastercard's executive compensation at the 2026-06-16 meeting.
- Proposal
- say on pay
- Outcome
- passed
- Meeting
- 2026-06-16
Exact text from the filing
2. The holders of Class A common stock approved, on an advisory basis, Mastercard's executive compensation: For Against Abstain Broker Non-Votes 701,046,392 38,008,152 1,848,994 44,449,009
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 1.0
Mastercard Inc shareholders approved Election of eleven directors to serve for a one-year term expiring on the date of Mastercard's 2027 annual meeting of stockholders at the 2026-06-16 meeting.
- Proposal
- director election
- Outcome
- passed
- Meeting
- 2026-06-16
Exact text from the filing
1. The holders of Class A common stock elected the following individuals to serve on the Board of Directors of Mastercard as directors for a one-year term expiring on the date of Mastercard’s 2027 annual meeting of stockholders: Director For Against Abstain Broker Non-Votes Merit E. Janow 695,415,065 44,318,497 1,169,976 44,449,009 Candido Bracher 737,012,116 3,374,634 516,788 44,449,009 Richard K. Davis 716,683,376 23,716,649 503,513 44,449,009 Julius Genachowski 660,087,381 79,711,538 1,104,619 44,449,009 Choon Phong Goh 692,891,922 47,493,724 517,892 44,449,009 Oki Matsumoto 702,316,747 38,064,923 521,868 44,449,009 Michael Miebach 735,911,895 4,344,270 647,373 44,449,009 Youngme Moon 738,673,930 1,714,463 515,145 44,449,009 Gabrielle Sulzberger 730,415,514 9,601,529 886,495 44,449,009 Harit Talwar 735,808,207 4,575,870 519,461 44,449,009 Lance Uggla 723,551,911 16,821,430 530,197 44,449,009
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 1.0
Mastercard Inc shareholders rejected Stockholder proposal regarding shareholder right to act by written consent at the 2026-06-16 meeting.
- Outcome
- failed
- Meeting
- 2026-06-16
Exact text from the filing
4. The holders of Class A common stock did not approve the stockholder proposal regarding shareholder right to act by written consent: For Against Abstain Broker Non-Votes 219,787,693 509,604,992 11,510,853 44,449,009
View on SEC.gov
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