Herc Holdings Inc. filed SEC Form 8-K: Submission of Matters to a Vote of Security Holders
$HRI
Misc Corporate Leasing Services
Industrials
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): May 14, 2026
(Exact name of registrant as specified in its charter)
| (State or other jurisdiction of incorporation) | (Commission File Number) | (I.R.S Employer Identification No.) | ||||||||||||||||||
(Address of principal executive offices and zip code)
(239 ) 301-1000
(Registrant's telephone number,
including area code)
N/A
(Former name or former address, if
changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of exchange on which registered | ||||||||||||
| | | |||||||||||||
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
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Item 5.07 Submission of Matter to a Vote of Security Holders.
The Company held its 2026 Annual Meeting of Stockholders on May 14, 2026. Matters submitted to a vote of the stockholders at that meeting and the final voting results with respect to each matter are set forth below:
1.Election of Directors. The eight director nominees identified below were elected to serve for a one-year term expiring at the 2027 Annual Meeting of Stockholders. Voting results were as follows:
| For | Against | Abstain | Broker Non-Votes | |||||||||||
| Patrick D. Campbell | 29,325,556 | 729,258 | 174,576 | 1,806,794 | ||||||||||
| Lawrence H. Silber | 30,147,773 | 72,309 | 9,308 | 1,806,794 | ||||||||||
| Shari L. Burgess | 30,001,688 | 50,871 | 176,831 | 1,806,794 | ||||||||||
| Jean K. Holley | 29,417,859 | 797,124 | 14,407 | 1,806,794 | ||||||||||
| Michael A. Kelly | 27,643,070 | 2,577,447 | 8,873 | 1,806,794 | ||||||||||
| John A. Olin | 30,185,095 | 33,735 | 10,560 | 1,806,794 | ||||||||||
| Rakesh Sachdev | 26,993,742 | 3,221,159 | 14,489 | 1,806,794 | ||||||||||
| Patrick S. Shannon | 30,186,072 | 33,390 | 9,928 | 1,806,794 | ||||||||||
2.Advisory Vote on Executive Compensation. Stockholders approved, on a non-binding advisory basis, the compensation of the Company’s named executive officers, with the following vote:
| For | Against | Abstain | Broker Non-Votes | ||||||||
| 29,517,952 | 695,489 | 15,949 | 1,806,794 | ||||||||
3.Ratification of the Selection of Independent Public Accountants. Stockholders ratified the selection of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for 2026, with the following vote:
| For | Against | Abstain | Broker Non-Votes | ||||||||
| 31,950,347 | 77,724 | 8,113 | 0 | ||||||||
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| HERC HOLDINGS INC. | ||||||||
| (Registrant) | ||||||||
| By: | /s/ S. Wade Sheek | |||||||
| Name: | S. Wade Sheek | |||||||
| Title: | Senior Vice President, Chief Legal Officer and Secretary | |||||||
Date: May 20, 2026
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