Element Solutions say-on-pay fails at annual meeting; three directors face strong opposition

Element Solutions Inc

Advisory say-on-pay resolution failed with 133.5M against vs. 94.5M for (58% opposing).
Directors Ashken (40.8M against), Goss (47.7M), and Sofronas (32.9M) had >10% withhold.
All eight director nominees were elected; auditor PwC ratified with 232.7M for (99.7%).
Quorum of 96% (233.6M of 243.6M outstanding shares) represented at the meeting.

item 5.07 item 9.01

Key facts

Extracted from this filing and checked against the source text.

Shareholder Votes SEC 8-K Item 5.07 confidence 0.9

Element Solutions Inc shareholders approved Election of Directors at the 2026-05-04 meeting.

Proposal: director election
Outcome: passed
Meeting: 2026-05-04

Exact text from the filing

The stockholders entitled to vote elected each of the eight director nominees set forth in the Proxy Statement to serve until the Company's 2027 annual meeting of stockholders or until his or her respective successor is duly elected and qualified. The voting results were as follows: Nominee For Against Abstain Broker Non-Votes Benjamin Gliklich 228,604,339 1,316,086 141,188 3,493,137 Ian G.H. Ashken 189,081,771 40,830,374 149,468 3,493,137 Elyse Filon 229,849,940 91,012 120,661 3,493,137 Christopher T. Fraser 227,439,254 2,488,112 134,247 3,493,137 Michael F. Goss 182,207,981 47,705,535 148,097 3,493,137 E. Stanley O'Neal 216,537,343 13,374,662 149,608 3,493,137 Susan W. Sofronas 197,073,189 32,869,080 119,344 3,493,137

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Shareholder Votes SEC 8-K Item 5.07 confidence 0.9

Element Solutions Inc shareholders approved Ratification of the appointment of PricewaterhouseCoopers LLP as the Company's independent registered public accounting firm for 2026 at the 2026-05-04 meeting.

Proposal: auditor ratification
Outcome: passed
Meeting: 2026-05-04

Exact text from the filing

The proposal for the ratification of the appointment of PricewaterhouseCoopers LLP as the Company's independent registered public accounting firm for 2026 received the following votes: For Against Abstain Broker Non-Votes 232,667,940 722,764 154,046 --

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Shareholder Votes SEC 8-K Item 5.07 confidence 0.9

Element Solutions Inc shareholders rejected Advisory resolution to approve the compensation of the Company's named executive officers at the 2026-05-04 meeting.

Proposal: say on pay
Outcome: failed
Meeting: 2026-05-04

Exact text from the filing

The proposal on the advisory resolution to approve the compensation of the Company's named executive officers received the following votes: For Against Abstain Broker Non-Votes 94,453,991 133,467,914 2,139,708 3,493,137

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Element Solutions Inc filing history →

Source: SEC EDGAR

accession 0001590714-26-000049

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