01—Abstract
Summary
Summary of the 8-K filed May 12, 2026. Cited figures are marked; the original filing is the authoritative source.
NiSource Inc. filed this Form 8-K to report the voting results of its Annual Meeting of Stockholders held on May 11, 2026.
The matters were described in the Company's Proxy Statement filed on March 30, 2026. All 12 director nominees were elected, and both the advisory say-on-pay proposal and the ratification of Deloitte & Touche LLP as the independent registered public accounting firm for 2026 were approved. Each director received more votes for than against.
Support was strongest for Deborah A.P. Hersman, with 415,063,901 votes for and 4,818,145 against, and for John McAvoy, with 415,286,451 votes for and 4,597,930 against. Support was weakest for Kevin T.
Kabat, with 405,078,618 votes for and 14,782,458 against, and for Michael E. Jesanis, with 405,424,359 votes for and 14,439,085 against. Deborah A.
Henretta, with 406,215,500 votes for and 13,649,916 against, also had comparatively lower support. On the advisory executive compensation proposal, stockholders cast 398,500,583 votes for and 20,428,879 votes against, with 1,402,092 abstentions and 25,018,609 broker non-votes.
On the auditor ratification, stockholders cast 419,507,200 votes for, 25,068,686 against, and 774,277 abstentions, with no broker non-votes. The filing's only financial-statement exhibit is the Cover Page Interactive Data File (Exhibit 104), which is embedded within the Inline XBRL document.
02—Key points
Key Highlights
- All 12 director nominees were elected at the May 11, 2026 Annual Meeting, including Peter A. Altabef, Sondra L. Barbour, Theodore H. Bunting, Jr., Eric L. Butler, Deborah A. Henretta, Deborah A.P. Hersman, Michael E. Jesanis, William D. Johnson, Kevin T. Kabat, Cassandra S. Lee, John McAvoy and Lloyd M. Yates.
- Kevin T. Kabat received the most votes against his election, with 14,782,458 against and 405,078,618 for.
- Advisory approval of named executive officer compensation (Proposal 2) passed, with 398,500,583 votes for and 20,428,879 votes against.
- Proposal 2 drew 25,018,609 broker non-votes and 1,402,092 abstentions.
- Stockholders ratified Deloitte & Touche LLP as the Company's independent registered public accounting firm for 2026, with 419,507,200 votes for and 25,068,686 votes against.
- Proposal 3 had 774,277 abstentions and no broker non-votes.
- The filing's only listed exhibit is the Cover Page Interactive Data File (Exhibit 104), embedded within the Inline XBRL document.
03—Questions
Frequently Asked Questions
Which directors were elected at the May 11, 2026 Annual Meeting?
All 12 nominees were elected: Peter A. Altabef, Sondra L. Barbour, Theodore H. Bunting, Jr., Eric L. Butler, Deborah A. Henretta, Deborah A.P. Hersman, Michael E. Jesanis, William D. Johnson, Kevin T. Kabat, Cassandra S. Lee, John McAvoy and Lloyd M. Yates.
Did stockholders approve the executive compensation proposal?
Yes. The advisory proposal on named executive officer compensation was approved, with 398,500,583 votes for, 20,428,879 votes against and 1,402,092 abstentions. The filing also reports 25,018,609 broker non-votes on this proposal.
Who is the Company's independent registered public accounting firm for 2026?
Stockholders ratified the appointment of Deloitte & Touche LLP for 2026, with 419,507,200 votes for, 25,068,686 votes against and 774,277 abstentions. The filing reports no broker non-votes on this proposal.
Which director nominees received the most opposition?
Kevin T. Kabat had the most votes against, at 14,782,458, followed by Michael E. Jesanis at 14,439,085 and Deborah A. Henretta at 13,649,916. Each of these nominees was still elected.
04—Continue