01—Abstract
Summary
Summary of the 8-K filed June 18, 2026. Cited figures are marked; the original filing is the authoritative source.
Block, Inc. filed this Current Report on Form 8-K under Item 5.07 to report the results of its 2026 annual meeting of stockholders, held on June 16, 2026.
Stockholders representing 454,508,867 Class A votes (including CDI votes) and 597,846,410 Class B votes, together 92.67%a of the voting power entitled to vote, were present in person or by proxy, which constituted a quorum. Class B shares carry ten votes each and Class A shares carry one, and the two classes voted as a single class. The record date was April 20, 2026, and the proposals are described in the definitive proxy statement filed April 24, 2026.
All three management proposals passed. Roelof Botha, Amy Brooks, Shawn Carter and James McKelvey were elected as Class II directors to serve until the 2029 annual meeting. Stockholders approved, on an advisory basis, the compensation of the named executive officers, with 974,750,909 votes for and 21,495,833 against.
They also ratified Ernst & Young LLP as the independent registered public accounting firm for the fiscal year ending December 31, 2026, with 1,050,711,108 votes for and 1,205,435 against. A stockholder proposal to establish a board-level technology committee was not approved. It received 39,387,499 votes for, 954,273,725 against and 2,828,680 abstentions.
The filing reports 55,865,373 broker non-votes on the director, say-on-pay and proposal items. The filing contains no financial results or guidance.
02—Key points
Key Highlights
- Annual meeting held June 16, 2026, with a quorum present representing 92.67% of the voting power entitled to vote.
- Four Class II directors elected to serve until the 2029 annual meeting: Roelof Botha (869,045,360 for), Amy Brooks (826,229,959 for), Shawn Carter (920,349,217 for) and James McKelvey (935,048,041 for).
- Advisory say-on-pay proposal approved, with 974,750,909 votes for, 21,495,833 against and 243,162 abstentions.
- Ernst & Young LLP ratified as independent registered public accounting firm for fiscal year ending December 31, 2026, with 1,050,711,108 votes for and 1,205,435 against.
- Stockholder proposal to establish a board-level technology committee was not approved, with 39,387,499 votes for and 954,273,725 against.
- Class B common stock carries ten votes per share versus one vote per share for Class A, and the two classes voted together as a single class on all matters.
- Record date for voting was April 20, 2026; the definitive proxy statement was filed April 24, 2026.
03—Questions
Frequently Asked Questions
Were all of the company's board nominees elected at the 2026 annual meeting?
Yes. Roelof Botha, Amy Brooks, Shawn Carter and James McKelvey were each elected as Class II directors to serve until the 2029 annual meeting and until their successors are duly elected and qualified. Carter and McKelvey received the most votes for, at 920,349,217 and 935,048,041 respectively, while Botha and Brooks received 869,045,360 and 826,229,959 votes for.
How did stockholders vote on executive compensation?
Stockholders approved the advisory vote on the compensation of the named executive officers, with 974,750,909 votes for, 21,495,833 votes against and 243,162 abstentions.
Did stockholders approve the auditor appointment?
Yes. Stockholders ratified the appointment of Ernst & Young LLP as independent registered public accounting firm for the fiscal year ending December 31, 2026, with 1,050,711,108 votes for, 1,205,435 against and 438,734 abstentions.
What happened to the stockholder proposal on a technology committee?
The proposal to establish a board-level technology committee was not approved. It received 39,387,499 votes for, 954,273,725 votes against and 2,828,680 abstentions.
04—Continue