Corpay shareholders elect 12 directors, approve say-on-pay, reject independent chair proposal

CORPAY, INC.

All 12 director nominees elected; Joseph Farrelly received 35.1M for vs 22.8M against (39% opposed).
Advisory say-on-pay approved with 32.3M for (55.8%) vs 25.7M against; broker non-votes 4.9M.
Shareholder proposal for independent board chair voted down: 17.4M for vs 40.6M against (70% opposed).
Ratification of Ernst & Young as auditor for 2026 passed with 59.1M for vs 3.8M against.

Key facts

Extracted from this filing and checked against the source text.

Shareholder Votes SEC 8-K Item 5.07 confidence 0.9

CORPAY, INC. shareholders rejected Shareholder proposal regarding an independent Board Chair requirement at the 2026-05-07 meeting.

Outcome: failed
Meeting: 2026-05-07

Exact text from the filing

IV. Shareholder proposal regarding an independent Board Chair requirement: FOR: 17,353,969 AGAINST: 40,578,084 ABSTAIN: 68,939 BROKER NON-VOTES: 4,941,801

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Shareholder Votes SEC 8-K Item 5.07 confidence 0.9

CORPAY, INC. shareholders approved Advisory vote to approve named executive officer compensation at the 2026-05-07 meeting.

Proposal: say on pay
Outcome: passed
Meeting: 2026-05-07

Exact text from the filing

III. Advisory vote to approve named executive officer compensation: FOR: 32,298,662 AGAINST: 25,664,167 ABSTAIN: 38,163 BROKER NON-VOTES: 4,941,801

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Shareholder Votes SEC 8-K Item 5.07 confidence 0.9

CORPAY, INC. shareholders approved Elect twelve directors nominated by the Board for a one-year term at the 2026-05-07 meeting.

Proposal: director election
Outcome: passed
Meeting: 2026-05-07

Exact text from the filing

I. Elect twelve directors nominated by the Board for a one-year term: NOMINEES: Annabelle Bexiga FOR: 44,264,494 AGAINST: 13,727,198 ABSTAIN: 9,300 BROKER NON-VOTES: 4,941,801 David L. Bunch FOR: 57,924,900 AGAINST: 69,405 ABSTAIN: 6,687 BROKER NON-VOTES: 4,941,801 Ronald F. Clarke FOR: 55,492,374 AGAINST: 2,501,511 ABSTAIN: 7,107 BROKER NON-VOTES: 4,941,801 Joseph W. Farrelly FOR: 35,146,549 AGAINST: 22,844,089 ABSTAIN: 10,354 BROKER NON-VOTES: 4,941,801 Rahul Gupta FOR: 55,553,741 AGAINST: 2,370,614 ABSTAIN: 76,637 BROKER NON-VOTES: 4,941,801 Thomas M. Hagerty FOR: 43,082,703 AGAINST: 14,907,926 ABSTAIN: 10,363 BROKER NON-VOTES: 4,941,801 Archie L. Jones, Jr. FOR: 56,532,143 AGAINST: 1,391,687 ABSTAIN: 77,162 BROKER NON-VOTES: 4,941,801 Richard Macchia FOR: 55,911,303 AGAINST: 2,082,609 ABSTAIN: 7,080 BROKER NON-VOTES: 4,941,801 Hala G. Moddelmog FOR: 39,972,476 AGAINST: 18,018,129 ABSTAIN: 10,387 BROKER NON-VOTES: 4,941,801 Jeffrey S. Sloan FOR: 57,376,334 AGAINST: 617,581 ABSTAIN:

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Shareholder Votes SEC 8-K Item 5.07 confidence 0.9

CORPAY, INC. shareholders approved Ratify the reappointment of Ernst & Young LLP as Corpay's independent registered public accounting firm for 2026 at the 2026-05-07 meeting.

Proposal: auditor ratification
Outcome: passed
Meeting: 2026-05-07

Exact text from the filing

II. Ratify the reappointment of Ernst & Young LLP as Corpay’s independent registered public accounting firm for 2026: FOR: 59,115,122 AGAINST: 3,822,136 ABSTAIN: 5,535 BROKER NON-VOTES: N/A

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560 shareholder votes filed in the last 30 days. Browse all shareholder votes →

CORPAY, INC. filing history →

Source: SEC EDGAR

accession 0001175454-26-000034

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