8-K
filed June 16, 2026, 4:05 PM ET
ticker GPK
CIK 0001408075
other material
confidence high
sentiment neutral
materiality 0.60
Graphic Packaging shareholders approve board declassification and 25% special meeting right at annual meeting
GRAPHIC PACKAGING HOLDING CO
- Shareholders approved declassifying the board over three years; annual director elections begin at 2029 meeting.
- Shareholders approved allowing 25% common stock holders to call special meetings of stockholders.
- All three director nominees elected: Callahan (93.9%), Stafeil (92.2%), Venturelli (82.1%) of votes cast.
- Say-on-pay passed with 94.7% of votes cast in favor; ratification of PwC as auditor received 99.8% support.
- Amendments effective June 15, 2026; corresponding bylaw amendments approved by Board.
Key facts
Extracted from this filing and checked against the source text.
Governance Changes
SEC 8-K Item 5.03/5.05/5.06
confidence 0.9
GRAPHIC PACKAGING HOLDING CO: Amended by-laws to conform to charter amendments, including consistent changes for board declassification and special meeting rights (effective 2026-06-15).
- Change
- bylaw amendment
- Effective
- 2026-06-15
Exact text from the filing
Additionally, the Board approved corresponding amendments to the Company’s By-laws (the “Existing By-laws”), which such amendments were conditioned upon, and became effective concurrently with, the effectiveness of the A&R Charter.
View on SEC.gov
Governance Changes
SEC 8-K Item 5.03/5.05/5.06
confidence 0.9
GRAPHIC PACKAGING HOLDING CO: Amended charter to declassify board over three years, provide annual director elections from 2029, and allow stockholders holding 25% to call special meetings (effective 2026-06-15).
- Change
- charter amendment
- Effective
- 2026-06-15
Exact text from the filing
On June 11, 2026, the stockholders of Graphic Packaging Holding Company (the “Company”) at its 2026 annual meeting of stockholders (the “Annual Meeting”) approved amendments to the Company’s Restated Certificate of Incorporation, as amended (the “Existing Charter”), (i) to declassify the Board of Directors of the Company (the “Board”) over a three-year period and provide for the annual election of all directors beginning at the 2029 annual meeting of stockholders, (ii) to enable one or more stockholders as a group holding 25% of the Company’s common stock to call a special meeting of stockholders, and (iii) to make certain other ministerial amendments.
View on SEC.gov
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