US Corporate Board Director Changes SEC Filings — May 27, 2026

27-05-2026

Lumen Technologies, Inc. filed a Composite Articles of Incorporation amendment effective May 26, 2026, detailing the authorized capital structure of 2.202 billion shares, including 2.2 billion common shares and 2 million preferred shares (with $25 par value). The filing also specifies the terms of the 5% Cumulative Convertible Series L Preferred Stock (325,000 shares), which carries a $1.25 annual cumulative dividend, conversion price of $41.25 per common share, and one vote per share, ranking senior to common stock. Sentiment is neutral as this is a routine governance filing, though the specific capital structure details and conversion terms are notable for current and potential investors.

• · The authorized total capital stock is 2,202,000,000 shares (2.2B common + 2M preferred)
• · Series L Preferred Stock has a conversion price of $41.25 per common share (subject to anti-dilution adjustments with a 5% minimum threshold)
• · Series L Preferred Stock ranks senior to Common Stock and junior to Senior Securities with respect to dividends and liquidation
• · Dividends on Series L are cumulative, payable quarterly on March 31, June 30, September 30, December 31, with a 5% annual rate on $25 par ($1.25/year)
• · Series L carries one vote per share, voting together with common stock as a single class on most matters

27-05-2026

Solo Brands, Inc. held its 2026 Annual Meeting on May 22, 2026, where stockholders approved the Amended and Restated 2021 Incentive Award Plan, increasing the number of shares authorized for issuance. Two Class II directors, Paul Furer and Peter Laurinaitis, were elected to serve until 2029. The ratification of BDO USA, P.C. as independent auditor for 2026 was also approved. However, the director elections and the incentive plan approval each had significant broker non-votes of 655,734 shares, indicating notable shareholder abstention.

• · The company's Class A common stock trades on the OTCQB Venture Market under the symbol SBDS.
• · Solo Brands is an emerging growth company and has not elected to use the extended transition period for complying with new financial accounting standards.
• · Proposal 4 (adjournment) was approved but not needed because Proposal 3 (Incentive Plan) passed.
• · The Incentive Plan description is incorporated by reference from the definitive proxy statement filed on April 10, 2026.
• · The full text of the Incentive Plan is filed as Exhibit 10.1 to this 8-K.

27-05-2026

On May 18, 2026, Director Debra Bigman informed Internet Sciences Inc. that she will not stand for re-election at the 2026 Annual Meeting of Shareholders, with her term expiring at that meeting. The departure is not due to any disagreement with the company regarding operations, policies, or practices. No financial impact or other material changes were disclosed.

• · Debra Bigman's current term expires at the 2026 Annual Meeting of Shareholders.
• · The filing was signed by CEO Lynda Chervil on May 26, 2026.
• · Internet Sciences Inc. is an emerging growth company and has not elected to use the extended transition period for complying with new or revised financial accounting standards.

27-05-2026

Immunic appointed Erik Lundgren as CEO effective June 1, 2026, succeeding Daniel Vitt who remains on the Board and retains scientific strategy responsibilities. Lundgren brings deep MS commercial expertise from Genentech/Roche, including helping launch Ocrevus, to lead Immunic toward commercialization of vidofludimus calcium. The company is preparing for a pivotal Phase 3 RMS data readout by year-end 2026 and potential NDA filing, but remains a pre-revenue late-stage biotech with inherent regulatory and financial risks.

• · Erik Lundgren holds a BA from Duke University and an MBA from Harvard Business School.
• · He most recently served as SVP Commercial Portfolio Organization at Genentech, overseeing all therapeutic area commercial strategies.
• · He previously served as General Manager of Roche Czech Republic and Lifecycle Leader for Huntington's disease at Roche.
• · Lundgren's initial equity option is for 1,000,000 shares under the 2026 Inducement Equity Compensation Plan, vesting 25% on the one-year anniversary of May 22, 2026 and the remainder monthly over 36 months.
• · The company's pipeline also includes IMU-856 and IMU-381 for neurodegenerative, chronic inflammatory, and autoimmune diseases.
• · The filing includes forward-looking statement cautionary language referencing risk factors in the 2025 10-K filed February 26, 2026.

27-05-2026

Bath & Body Works reported Q1 2026 net sales of $1,378M, down 3% YoY, but exceeded guidance with adjusted EPS of $0.32. However, the company reaffirmed full-year 2026 guidance of net sales declining 4.5% to 2.5%, and Q2 2026 adjusted EPS is forecasted at $0.20-$0.25, down from $0.37 in Q2 2025. CFO Eva Boratto will step down on June 12, with Tom Javitch appointed interim CFO.

• · Q1 2026 gross profit was $587M, down from $646M in Q1 2025, with gross margin declining from 45.4% to 42.6%.
• · Q1 2026 general, administrative and store operating expenses decreased to $356M from $437M in Q1 2025, a decline of 18.5%.
• · Interest expense was $69M in Q1 2026, slightly down from $71M in Q1 2025.
• · The company repurchased no shares in Q1 2026, compared to $136M in share repurchases in Q1 2025.
• · Dividends paid were $40M in Q1 2026, down from $43M in Q1 2025.
• · Capital expenditures were $49M in Q1 2026, up from $37M in Q1 2025.
• · Inventories decreased to $782M as of May 2, 2026, from $869M a year earlier, a decline of 10.0%.
• · Total equity deficit improved to $(1,131)M from $(1,450)M a year earlier.
• · The company opened 13 company-operated stores and closed 17 in Q1 2026, net decrease of 4 stores.
• · International partner-operated stores increased by 6 net (8 opened, 2 closed) in Q1 2026.
• · Full-year 2026 forecasted net cash provided by operating activities is $870M, with forecasted capital expenditures of $270M.
• · No share repurchases or tariff refunds are assumed in the 2026 outlook.

27-05-2026

Agilent reported strong Q2 FY2026 results with revenue of $1.83B (+10% reported, +6.3% core YoY) and non-GAAP EPS of $1.49 (+14% YoY). GAAP net income surged 58% to $339M from $215M a year ago. The company raised its full-year FY2026 guidance for revenue, margin expansion, and non-GAAP EPS. However, the Agilent CrossLab Group (ACG) segment showed only modest 2% core growth YoY, underperforming other segments.

• · Q2 FY2026 GAAP operating margin was 21.7%; non-GAAP operating margin was 26.4% (expanded 130 bps YoY, 180 bps sequentially).
• · FY2026 non-GAAP operating margin expansion guidance raised by 10 bps to 85 bps at midpoint of core revenue growth.
• · Q3 FY2026 revenue guidance: $1.83B to $1.85B (5.0%-6.5% reported, 4.4%-5.9% core).
• · Cash and cash equivalents at April 30, 2026: $1.807B vs. $1.789B at Oct 31, 2025.
• · Six-month operating cash flow declined to $545M from $652M in prior year period, a 16.4% decrease.
• · Share repurchases of $217M in H1 FY2026 vs $255M in H1 FY2025, and dividends of $144M vs $141M.
• · ACG segment operating margin was 32.0%, LDG 22.0%, AMG 23.3%.
• · The company's total assets grew to $13.065B from $12.727B at year-end FY2025.
• · Board meeting outcome: included under Item 5.02 (Officer Change) - not detailed in press release, but event triggered by the filing structure.

27-05-2026

Geron Corporation held its 2026 Annual Meeting on May 20, 2026, where stockholders approved an amendment to the 2018 Equity Incentive Plan to increase authorized shares by 4,500,000, elected three Class III directors, and approved advisory say-on-pay and ratification of Ernst & Young as auditor. All proposals passed with strong support, though broker non-votes were significant on most items.

• · The 2026 Annual Meeting was held virtually on May 20, 2026, with a record date of March 26, 2026.
• · All three Class III director nominees were elected with overwhelming support: Molineaux (90.3% For), Andrews (98.5% For), Chinoporos (98.4% For).
• · Proposal 2 (Equity Plan amendment) passed with 370,294,696 For vs. 21,853,005 Against (94.4% approval of votes cast).
• · Proposal 3 (say-on-pay) passed with 372,129,132 For vs. 19,673,460 Against (95.0% approval of votes cast).
• · Proposal 4 (auditor ratification) passed with 486,459,028 For vs. 9,474,870 Against (98.1% approval of votes cast).
• · Broker non-votes were 104,595,534 on Proposals 1, 2, and 3, but not applicable on Proposal 4.

27-05-2026

Arbutus Biopharma held its 2026 Annual General and Special Meeting on May 26, 2026, where shareholders approved the adoption of the 2026 Omnibus Share and Incentive Plan, authorizing 16,300,000 common shares for issuance. All five director nominees were elected, and the appointment of Ernst & Young LLP as independent auditor for fiscal 2026 was ratified. Non-binding advisory votes on executive compensation also passed with strong support.

• · Shareholder votes for director nominees ranged from 126,670,273 (Matthew Gline) to 139,299,405 (Roger Sawhney, MD).
• · The 2026 Plan received 138,877,189 votes for, 7,408,185 against, and 188,253 abstentions.
• · Advisory vote on executive compensation: 137,629,207 for, 8,331,760 against, 512,660 abstentions.
• · Ratification of Ernst & Young LLP: 164,372,596 for, 2,123,916 against, 2,806,946 abstentions.
• · Broker non-votes were 22,829,831 for proposals 1-3; none for proposal 4.

27-05-2026

Sleep Number Corp held its 2026 Annual Meeting on May 21, 2026, with 77.96% of outstanding shares represented. Shareholders approved the election of three directors (Phillip M. Eyler, Julie M. Howard, Angel L. Mendez), ratification of Deloitte & Touche as auditor, advisory approval of executive compensation, and an amendment to the 2020 Equity Incentive Plan to add 750,000 shares. However, three governance proposals—declassification of the Board and elimination of two supermajority voting requirements—failed to achieve the required two-thirds affirmative vote, and the Board expressed disappointment and commitment to pursue them further.

• · Proposal 2 (declassify Board) received 12,107,725 For votes but failed to reach two-thirds of outstanding shares.
• · Proposal 3 (eliminate supermajority for Directors) received 11,752,446 For votes but failed.
• · Proposal 4 (eliminate supermajority for certain transactions) received 11,750,016 For votes but failed.
• · Proposal 7 (equity plan amendment) passed with 8,578,821 For votes, but 3,624,947 Against and 268,228 Abstain.
• · Advisory vote on executive compensation (Proposal 6) passed with 10,510,518 For, 704,349 Against, 1,257,129 Abstain.
• · Ratification of Deloitte & Touche (Proposal 5) passed overwhelmingly with 17,716,467 For, 242,738 Against, 5,459 Abstain.

27-05-2026

F&M Bank Corp. filed an 8-K on May 27, 2026, reporting that its Board of Directors approved an amendment to the 2020 Stock Incentive Plan on May 21, 2026. The amendment adds a 'Retirement' definition (age 65 and five years of service), grants the Compensation Committee discretion to accelerate vesting upon Retirement, and updates the clawback provision to comply with legal and regulatory requirements. No financial figures or performance metrics were disclosed in this filing.

• · The amendment was approved by the Board of Directors on May 21, 2026.
• · The Retirement definition requires age 65 and at least five consecutive years of employment or service.
• · The Compensation Committee has discretionary authority to accelerate vesting of unvested awards upon Retirement.
• · The clawback provision was updated to align with any applicable law, regulation, or stock exchange listing requirement.
• · The full text of the amendment is filed as Exhibit 10.1.

27-05-2026

At its annual meeting on May 21, 2026, Perdoceo Education Corporation stockholders approved the 2026 Long-Term Incentive Plan (authorizing 4,500,000 new shares plus certain shares from the 2016 Plan). The Compensation Committee also approved new award agreements (restricted stock units, performance share units, and non-employee director RSUs). Directors were elected and executive compensation was approved on a nonbinding advisory basis; Grant Thornton LLP was ratified as independent auditor for FY 2026. The filing reflects routine governance actions and no material negative or flat financial metrics were reported.

• · All nine director nominees were elected with votes-for ranging from ~51.4M to ~54.0M, against from ~206K to ~2.8M.
• · Stockholders approved executive compensation on a nonbinding advisory basis with 53,091,201 votes for, 1,058,312 against.
• · Ratification of Grant Thornton LLP as auditor for FY 2026 was approved with 57,810,135 votes for, 671,429 against.
• · Broker non-votes totaled 4,273,446 on each of the three non-routine proposals (directors, 2026 Plan, say-on-pay).

27-05-2026

The Honest Company, Inc. (HNST) announced the promotion of Curtiss Bruce to Chief Financial & Operating Officer, effective May 21, 2026, adding principal operating officer responsibilities to his existing CFO role. He received a long-term incentive award of approximately $200,000 in time-vesting RSUs. Separately, at the 2026 annual meeting held on May 21, 2026, stockholders elected three Class II directors (Jessica Alba, Alissa Hsu Lynch, Andrea A. Turner) and ratified PricewaterhouseCoopers LLP as independent auditor for fiscal 2026. Notably, Jessica Alba received a significant number of withheld votes (21,791,263) compared to the other nominees, indicating mixed shareholder support.

• · Curtiss Bruce's promotion was effective May 21, 2026; he previously served as CFO since June 2025.
• · The RSU award vests 25% on May 19, 2027, and 1/12th of the remaining on each of the next 12 quarterly vesting dates.
• · Jessica Alba received 21,791,263 withheld votes (55.5% of votes cast), significantly more than the other director nominees.
• · Alissa Hsu Lynch received 5,819,114 withheld votes; Andrea A. Turner received 1,338,601 withheld votes.
• · Ratification of PwC passed with 71,155,449 votes for, 299,331 against, and 537,968 abstentions.
• · The company is an emerging growth company and has elected not to use the extended transition period for new financial accounting standards.

27-05-2026

Laureate Education held its 2026 Annual Meeting on May 21, 2026, where stockholders approved the 2026 Long-Term Incentive Plan and elected nine directors. All proposals passed with strong support, including the advisory vote on executive compensation (94.7% FOR) and ratification of PricewaterhouseCoopers as auditor (98.9% FOR).

• · Andrew B. Cohen received 103,689,693 FOR votes and 27,148,347 WITHHELD, with 2,569,173 broker non-votes.
• · Ian K. Snow received 98,386,712 FOR and 32,451,328 WITHHELD, the lowest FOR count among nominees.
• · Proposal 2 (executive compensation) had 123,923,828 FOR, 5,954,593 AGAINST, 959,619 ABSTAIN, and 2,569,173 broker non-votes.
• · Proposal 4 (incentive plan) had 122,859,974 FOR, 7,052,457 AGAINST, 925,609 ABSTAIN, and 2,569,173 broker non-votes.

27-05-2026

Tredegar Corporation announced the resignation of directors George C. Freeman, III and Carl E. Tack, III, effective May 22, 2026, and the election of Joseph Haniford as an independent director. The departures are part of a board transition, with no financial or operational impact disclosed. The company did not report any changes in financial performance or guidance.

• · George C. Freeman, III served as director since 2011; Carl E. Tack, III served since 2014.
• · Joseph Haniford previously served as COO and Senior VP at Carpenter Technology Corporation (July 2015 to September 2023) and as Chairperson of River Valley Health since July 2023.
• · Tredegar operates approximately 1,600 employees with manufacturing facilities in North America and Asia.

27-05-2026

Zurn Elkay Water Solutions announced the promotion of Dave Pauli to COO and Dan Klun to CFO, effective immediately. The company noted its second-quarter results are tracking in line with expectations, with one month remaining in the quarter. The promotions are part of a broader organizational structure aimed at driving growth and operational excellence, with President Jeff Schoon continuing to focus on strategic initiatives.

• · Dave Pauli joined Zurn Elkay in 2012 as Assistant Corporate Controller, later served as CFO in 2024.
• · Dan Klun joined the company in 2005 and most recently served as Vice President – Finance since 2017.
• · Jeff Schoon joined the company in 2010 and will continue to report to the CEO.
• · The company has more than doubled sales over the past five years while achieving record levels of profitability and cash flow.
• · Second-quarter results are tracking in line with expectations, with one month left in the quarter; full results and second-half outlook will be discussed in late July.

27-05-2026

Solventum Corp adopted a new Executive Severance Plan on May 21, 2026, effective June 1, 2026, replacing the prior plan from April 2024. The plan provides enhanced severance benefits for certain executives, including up to 24 months of base salary for the CEO and 12 months for direct reports, with a lump-sum COBRA payment. However, the plan also introduces forfeiture provisions for certain post-effective date equity awards and limits vesting on pre-effective date awards, reflecting a mixed approach to executive compensation.

• · The Severance Plan is effective June 1, 2026.
• · Eligible participants include executive officers and certain employees; severance requires involuntary termination (not for misconduct) or voluntary termination for good reason, plus execution of a release of claims.
• · Cash severance ranges from 9 months to up to 24 months of continued base salary.
• · The plan includes continued eligibility for incentive compensation, a lump-sum payment for medical/dental COBRA coverage, and specified treatment of equity awards.
• · Currently serving executive officers eligible for 18 months of base salary retain that amount for a two-year period.
• · The plan includes forfeiture of certain post-effective date equity awards and limited vesting for pre-effective date awards.
• · Grandfathered rights under the Prior Plan or pre-effective date grants continue under their existing terms.
• · The plan includes compliance provisions for Sections 280G and 409A of the Internal Revenue Code.

27-05-2026

Integral Technologies Inc. appointed Michael Pruitt as a director on May 20, 2026. Mr. Pruitt brings extensive public company leadership experience, including current roles as CEO of Forward Industries and Chairman/CEO of Amergent Hospitality Group. He has not been assigned to any board committees.

• · Michael Pruitt, age 66, was appointed to the Board on May 20, 2026.
• · He previously served on the Board from January 28, 2025 to May 16, 2025 and was reappointed in September 2025.
• · Mr. Pruitt has not been appointed to any Board committees.
• · There is no arrangement or understanding with any other person regarding his selection as director.
• · He is not a party to any transaction requiring disclosure under Item 404(a) of Regulation S-K.

27-05-2026

Arq, Inc. appointed Shimon Steinmetz as Executive Vice President and CFO, effective May 27, 2026, and granted him inducement equity awards of 250,000 RSAs and 150,000 PSUs. Concurrently, Chief Accounting Officer Stacia Hansen resigned effective June 12, 2026, with no disagreement cited. The CFO appointment is part of a broader organizational restructuring to strengthen financial leadership and operational efficiency.

• · PSU vesting milestones: 30-day VWAP of $8.00, $10.00, and $15.00, each tranche of 50,000 PSUs, subject to continued employment and prior to third anniversary of grant date.
• · Inducement equity awards approved under Nasdaq Listing Rule 5635(c)(4).
• · Stacia Hansen's resignation effective June 12, 2026, with no disagreement on operations, policies, practices, or financial reporting.
• · Shimon Steinmetz holds an MBA from the University of Chicago Booth School of Business.

27-05-2026

Radian Group Inc. stockholders approved the 2026 Equity Compensation Plan on May 21, 2026, and the Compensation Committee granted annual long-term incentive awards (2026 LTI Awards) to named executive officers, comprising performance-based BV RSUs and time-based RSUs. The company also approved new executive severance agreements for several officers, with modified definitions of 'Good Reason' and equity vesting provisions, while noting the retirement of Senior EVP Eric Ray. No financial performance metrics were disclosed in this filing.

• · The 2026 Equity Compensation Plan was approved by stockholders on May 21, 2026.
• · BV RSUs vest on May 25, 2029, with performance measured by cumulative growth in LTI Book Value per Share over a three-year period, adjusted by a Relative TSR Modifier.
• · Maximum BV RSU payout is 200% of target; threshold performance (≤20% growth) yields 0% payout.
• · Relative TSR Modifier can increase payout by +25% (≥90th percentile) or decrease by -25% (≤10th percentile), but if Company Absolute TSR is negative, modifier cannot exceed 'no modifier'.
• · Time-Based RSUs vest in three equal annual installments on May 25, 2027, 2028, and 2029.
• · New executive severance agreements were approved for Ms. Bartholomew and Messrs. Keleher, Kobell, and Watson; amended agreements for Ms. Dickerson and Messrs. Hoffman and Quigley.
• · Eric Ray (Chief Digital Officer) previously announced his intention to retire.
• · A new CEO will be appointed effective August 13, 2026; the current CEO is subject to an employment agreement.

27-05-2026

Alnylam Pharmaceuticals announced the election of Benjamin F. Cravatt, Ph.D. to its Board of Directors, effective June 1, 2026, expanding the board from ten to eleven members. Dr. Cravatt will serve as a Class III director until the 2028 annual meeting and will receive an annual cash retainer of $75,000 plus an initial stock option grant valued at $600,000. Separately, at the Annual Meeting held on May 20, 2026, all three Class I director nominees were re-elected, with Elliott Sigal, M.D., Ph.D. receiving the lowest support (107,495,421 votes for, 12,844,836 against), and the advisory vote on executive compensation passed with 111,772,389 votes for and 8,552,534 against.

• · Dr. Cravatt will serve on the Board's Science and Technology Committee.
• · The initial stock option vests one-third on each of the first, second, and third anniversaries of the grant date.
• · Annual equity awards for non-employee directors consist of $200,000 in RSUs and a $200,000 stock option, each vesting fully on the one-year anniversary.
• · Elliott Sigal received 12,844,836 votes against, the highest opposition among the three Class I nominees.
• · The ratification of PricewaterhouseCoopers LLP as independent auditors passed with 119,847,735 votes for and 5,937,274 against.
• · There were 5,450,286 broker non-votes on the director elections and the advisory vote on executive compensation.

27-05-2026

Dermata Therapeutics held its 2026 Annual Meeting on May 27, 2026, with approximately 59% of outstanding shares represented. Stockholders approved all six proposals, including the election of three Class II directors (David Hale, Steven Mento, Brittany Bradrick), ratification of CBIZ CPAs P.C. as auditor, issuance of shares underlying warrants, repricing of warrants, an amendment to the 2021 Omnibus Equity Incentive Plan increasing authorized shares to 402,214, and adjournment authority. However, the Issuance Proposal and Warrant Repricing Proposal received significant broker non-votes (1,068,656 each) and relatively low 'For' votes (315,477 and 439,573, respectively), indicating potential shareholder concerns or lack of support on those matters.

• · The Issuance Proposal received only 315,477 'For' votes against 22,696 'Against' and 967,642 'Abstain', with 1,068,656 broker non-votes.
• · The Warrant Repricing Proposal received 439,573 'For' votes, 21,203 'Against', 845,039 'Abstain', and 1,068,656 broker non-votes.
• · The Plan Amendment Proposal was approved with 1,243,540 'For', 47,441 'Against', 14,834 'Abstain', and 1,068,656 broker non-votes.
• · The Auditor Proposal (ratification of CBIZ CPAs P.C.) passed with 2,329,537 'For', 43,122 'Against', and 1,812 'Abstain'.
• · The Adjournment Proposal passed with 1,269,857 'For', 21,137 'Against', and 14,821 'Abstain'.

27-05-2026

Primis Financial Corp. announced the election of Scott R. Gamble and J. Brock Saunders to its Board of Directors at the annual meeting, replacing Robert Clagett and Charles Kabbash who did not stand for reelection. The company reported $4.3 billion in total assets as of March 31, 2026.

• · Scott Gamble has over 38 years of banking experience and currently serves on the boards of First Bank and Fortis Financial Inc.
• · Brock Saunders is Managing Partner at Mattock Capital, previously President and CIO at James River Capital Corp., and began his career at Citigroup.
• · Robert Clagett and Charles Kabbash did not stand for reelection and have been replaced by Gamble and Saunders.

27-05-2026

Six Flags Entertainment Corporation (NYSE: FUN) announced the appointment of Ash Walia as Chief Financial Officer, effective June 17, 2026. Walia brings over 20 years of financial leadership experience from Hot Topic, 99 Cents Only Stores, and Starbucks. The filing does not include any financial results or performance metrics, so no positive or negative financial data is available to report.

• · Ash Walia previously served as CFO of Hot Topic (since 2021) and 99 Cents Only Stores.
• · At Starbucks, Walia held roles including Senior Vice President of Corporate Finance.
• · Dave Hoffman, who served as interim CFO since May 8, 2026, will continue as Chief Accounting Officer.
• · Six Flags operates 20 amusement parks, 14 water parks, and 9 resort properties across 13 U.S. states, Canada, and Mexico, and manages one park in Saudi Arabia.

27-05-2026

Kemper Corporation announced the appointment of Stephen J. McAnena as President and CEO, effective June 1, 2026, along with his joining the Board of Directors. The company also appointed Anthony J. DeSantis to the Board. Interim CEO Tom Evans will return to his role as EVP, Secretary, and General Counsel. The filing notes industry-wide headwinds across core markets but expresses confidence in McAnena's ability to strengthen performance and create long-term value.

• · McAnena has more than 30 years of insurance leadership experience across P&C, group benefits, life, and annuity sectors.
• · McAnena most recently served as EVP and COO at Horace Mann, driving profitable growth and market share expansion.
• · DeSantis has over 40 years of insurance experience, including non-standard auto and personal/commercial lines, with senior roles at American Family, The General, Farmers, and AIG.
• · The filing acknowledges industry-wide headwinds across core markets during Evans' interim tenure.
• · Kemper serves over 4.5 million policies, represented by approximately 24,000 agents and brokers, and has approximately 7,300 associates.

27-05-2026

Rollins, Inc. announced that CFO Kenneth D. Krause will resign effective June 15, 2026, to pursue an opportunity in an unrelated industry, and that William W. Harkins, currently Chief Accounting Officer, has been elected as his successor. During Mr. Krause's tenure since 2022, the company's market capitalization grew by more than 50% and the dividend increased more than 80%, though the departure introduces a leadership transition risk. Mr. Harkins brings over 20 years of financial leadership experience, including roles at Mohawk Industries, Mars, and Coca-Cola, and is expected to ensure continuity.

• · Mr. Krause will remain under a transition services agreement after June 15, 2026, to advise the company.
• · Mr. Harkins joined Rollins in March 2025 as Chief Accounting Officer.
• · Mr. Harkins holds a Master of Accountancy and a BBA in Accounting from the University of Georgia and is a CPA in Georgia.
• · The company serves more than 2.8 million customers globally with over 22,000 teammates and 850 locations.

27-05-2026

Peoples Financial Services Corp. held its 2026 annual meeting on May 22, 2026, where shareholders approved an amendment to the 2023 Equity Incentive Plan increasing the maximum shares issuable to 300,000, and ratified Baker Tilly US, LLP as the independent auditor for fiscal 2026. All four director nominees were elected, and the advisory vote on executive compensation passed with 5.63 million votes in favor. However, the advisory vote on the frequency of future compensation votes showed a strong preference for every year (5.06 million votes), but a notable 507,361 votes favored every three years, indicating some shareholder divergence on governance preferences.

• · The advisory vote on the frequency of future compensation votes received 5,063,712 votes for one year, 181,779 for two years, 507,361 for three years, and 153,174 abstentions.
• · Broker non-votes totaled 1,709,937 on all director elections and all proposals except the auditor ratification, which had zero broker non-votes.
• · The amendment to the 2023 Equity Incentive Plan was approved with 5,397,217 votes for and 432,633 against, with 76,176 abstentions.
• · The ratification of Baker Tilly US, LLP as auditor passed with 7,485,020 votes for, 90,214 against, and 40,729 abstentions.

27-05-2026

AmeriServ Financial Inc. announced the retirement of EVP Michael Lynch (CFO, CRO, CIO) effective May 18, 2026, and a restructuring of his duties. Bettina Fochler becomes CRO, Tammie Slavick becomes SVP & CIO, and CEO Jeffrey Stopko assumes CFO responsibilities, generating cost savings. The changes aim to improve efficiency and profitability.

• · Michael Lynch retired on May 18, 2026 after a long career.
• · Bettina Fochler continues as SVP and Chief Credit Officer while assuming CRO role.
• · Tammie Slavick previously managed liquidity and interest rate risk.
• · Jeffrey Stopko previously served as CFO before becoming CEO in 2015 and maintains CPA license.
• · The restructuring is expected to generate meaningful cost savings.

27-05-2026

Kroger's EVP and Associate Experience Officer Timothy A. Massa announced his retirement effective fall 2026, continuing in role until September 2026 and remaining an employee through July 2027 for transition. No change to compensation, but he will not receive future equity grants. Successor to be named later.

• · Mr. Massa will remain an employee through July 1, 2027 to assist with strategic projects.
• · He will not be eligible for future annual equity grants.

27-05-2026

On May 21, 2026, Joseph F. Rossetti resigned from ESG Inc.'s Board of Directors effective immediately, with no disagreement with the company. The remaining board appointed Richard Xie, a finance and investment expert, to fill the vacancy. Mr. Xie was also appointed to key committees and as Chair of the Audit and Compensation Committees.

• · Richard Xie, 55, holds a Doctorate in Accounting from Jinan University and is a CFA charterholder.
• · Mr. Xie was appointed to the Audit, Compensation, and Nominating and Corporate Governance Committees, and as Chair of Audit and Compensation.
• · No compensatory arrangement has been entered into with Mr. Xie at this time.
• · The company is an emerging growth company and has not elected to use the extended transition period for complying with new financial accounting standards.

27-05-2026

Braze reported strong Q1 FY2027 results with revenue of $211.0M, up 30.2% YoY, marking the fourth consecutive quarter of organic revenue acceleration. However, GAAP gross margin declined to 65.7% from 68.6% YoY, and dollar-based net retention for large customers (ARR ≥$500K) slipped to 111% from 112% YoY. The company also announced several management changes, including a new Interim CFO, General Counsel, and CIO.

• · Subscription revenue was $195.2M (up from $154.9M YoY), while professional services and other revenue was $15.8M (up from $7.2M YoY).
• · Remaining performance obligations totaled $1,079.2M, with $670.3M current (less than one year).
• · GAAP operating loss improved to $27.5M from $40.2M YoY, but included $33.6M of stock-based compensation expense.
• · Non-GAAP operating income rose to $10.5M from $2.8M YoY.
• · GAAP net loss per share narrowed to $0.24 from $0.34 YoY; non-GAAP diluted EPS improved to $0.10 from $0.07 YoY.
• · Free cash flow was $26.8M, up from $22.9M YoY.
• · Cash and marketable securities decreased to $391.5M from $415.9M as of January 31, 2026.
• · New customer wins and expansions included Bondora Group, ClassPass, Denny's, Deuna, Kueski, NRMA, Regal Cinemas, Salomon, and Subway.
• · Forrester TEI study reported a 457% ROI over three years with $23.5M net present value and payback in less than six months.
• · Q2 FY2027 guidance: revenue $219.5M-$220.5M, non-GAAP operating income $17.0M-$18.0M, non-GAAP EPS $0.15-$0.16.
• · Full FY2027 guidance: revenue $895.0M-$899.0M, non-GAAP operating income $70.0M-$74.0M, non-GAAP EPS $0.61-$0.65.

27-05-2026

Zentalis Pharmaceuticals appointed Shannon Campbell as a Class I director effective May 22, 2026, expanding the board from six to seven members. She will also serve on the Compensation Committee and received an initial RSU grant of 114,200 shares vesting over three years, plus eligibility for future annual equity grants. No negative or flat metrics are present in this filing.

• · Ms. Campbell's initial term expires at the 2027 Annual Meeting of Stockholders.
• · The initial RSU grant vests in three equal annual installments on the first, second, and third anniversaries of the grant date.
• · After serving at least six months, Ms. Campbell is eligible for an annual RSU grant equal to 0.08% of outstanding shares.
• · All equity awards vest fully upon a change in control, subject to continued service.
• · Ms. Campbell entered into the company's standard indemnification agreement for directors and officers.

27-05-2026

Xerox shareholders approved a Second Amendment to the 2024 Equity and Performance Incentive Plan at the 2026 Annual Meeting on May 20, 2026, authorizing an additional 15 million shares of common stock for issuance under the plan. All director nominees were elected with strong support, and the ratification of PwC as independent auditor passed overwhelmingly. However, while compensation and director elections received broad support, the equity plan amendment received a significant 25.5% vote against (15.9M shares opposed), indicating notable shareholder dissent on dilution concerns.

• · The equity plan amendment was approved by shareholders, but with 15.9M shares (25.5% of votes cast excluding non-votes) opposed, signaling material shareholder pushback on dilution.
• · All nine director nominees received strong support, with 'For' votes ranging from ~60.3M (Priscilla Hung) to ~61.4M (Louis J. Pastor).
• · The advisory 'say-on-pay' vote on 2025 NEO compensation passed with 57.7M For vs 5.1M Against, representing about 8.1% opposition among votes cast (excluding non-votes).
• · Ratification of PwC as independent auditor for 2026 passed with 85.3M For (97.3% of votes cast).
• · The Plan term ends on May 22, 2034, unless earlier terminated by the Compensation and Human Capital Committee.
• · Filing signed by Eric Risi, Assistant Secretary, on May 27, 2026.