---
schema_version: "secwatch.filing_event.v1"
accession: "0001808834-26-000071"
form_type: "8-K"
ticker: "PRG"
cik: "0001808834"
company_name: "PROG Holdings, Inc."
filed_at: "2026-05-07T23:59:59+00:00"
generated_at: "2026-05-14T21:58:39.672326+00:00"
event_type: "leadership"
sentiment: "positive"
materiality_score: 0.65
calibrated_materiality_score: 0.65
confidence: "high"
source: SEC EDGAR
---

# PROG Holdings CEO Steve Michaels appointed Chairman; receives $5M RSU grant; declares $0.14 dividend

## Summary
- Steven A. Michaels named Chairman of the Board, effective May 7, 2026; Ray M. Robinson becomes Lead Independent Director.
- Board grants Michaels $5M in RSUs vesting over 3rd-5th anniversaries; aligns with long-term shareholder value.
- All 10 director nominees elected at May 6 annual meeting; say-on-pay, auditor ratification, equity plan amendment approved.
- Quarterly cash dividend of $0.14/share declared, payable June 2, 2026 to holders of record May 19, 2026.

## SEC filing metadata
- accession: 0001808834-26-000071
- form_type: 8-K
- ticker: PRG
- cik: 0001808834
- company_name: PROG Holdings, Inc.
- filed_at: 2026-05-07T23:59:59+00:00
- event_type: leadership
- sentiment: positive
- materiality_score: 0.65
- calibrated_materiality_score: 0.65
- confidence: high
- sec_items: 5.02, 5.07, 8.01, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1808834/000180883426000071/0001808834-26-000071-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1808834/000180883426000071/prg-20260506.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001808834-26-000071
- JSON: https://secwatch.observer/filing/0001808834-26-000071.json
- Plain text: https://secwatch.observer/filing/0001808834-26-000071.txt

## Key facts
- Executive change
  Ray M. Robinson was appointed as Lead Independent Director at PROG Holdings, Inc..
  - Action: appointed
  - Role: Lead Independent Director
  source text: Mr. Michaels succeeds Ray M. Robinson, who has been appointed Lead Independent Director.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1808834/000180883426000071/0001808834-26-000071-index.htm
- Executive change
  Steven A. Michaels was elected as Chairman of the Board at PROG Holdings, Inc..
  - Action: elected
  - Role: Chairman of the Board
  source text: On May 7, 2026, PROG Holdings, Inc. (the "Company") announced that the Company's Board of Directors (the "Board") has elected Steven A. Michaels, the Company's President and Chief Executive Officer, to the additional position of Chairman of the Board, effective immediately.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1808834/000180883426000071/0001808834-26-000071-index.htm

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