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Get filing alertsAirbnb shareholders re-elect directors, ratify auditor at 2026 annual meeting
Filed June 11, 2026 · Period ending June 5, 2026 · ~1 min read
Key Changes
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medium
Shareholders rejected dual-class sunset proposal with 93.4% opposition, affirming current governance structure where founders retain voting control through Class B shares.
Item 5.07 verify on EDGAR → -
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Three Class III directors elected for three-year terms: Nathan Blecharczyk (98.5% support), Alfred Lin (97.3%), and James Manyika (98.3%).
Item 5.07 verify on EDGAR → -
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Say-on-pay vote passed with 99.4% support (3,785,488,625 for, 23,678,837 against, 1,145,935 abstain), endorsing executive compensation for fiscal 2025.
Item 5.07 verify on EDGAR → -
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PricewaterhouseCoopers LLP ratified as independent auditor for fiscal 2026 with 99.9% support.
Item 5.07 verify on EDGAR →
Summary
Airbnb held its 2026 annual meeting on June 5, with all management proposals passing and all shareholder proposals failing. The most notable outcome was shareholders' overwhelming rejection of a dual-class sunset proposal, with 93.4% voting against phasing out the company's dual-class share structure.
This result signals continued shareholder acceptance of the governance framework that allows founders to retain voting control through Class B shares. The three director elections and auditor ratification proceeded routinely, with support levels above 97% in each case. Executive compensation for fiscal 2025 received strong endorsement at 99.4% approval.
Four additional shareholder proposals on topics including digital services risk oversight and charitable support reporting received negligible support, each failing with over 99.9% opposition. The meeting reflects a stable governance environment with no contested votes or material shareholder dissent on management's stewardship.
Section-by-Section Diff
Event · Item 5.07 — Submission of Matters to a Vote of Security Holders
Airbnb held its 2026 annual meeting, electing three directors and ratifying its auditor; all management proposals passed, all shareholder proposals failed.
Added in current filing · verify on EDGAR →
The Company’s stockholders did not approve a stockholder proposal regarding a dual-class sunset. The results of the vote were as follows: ForAgainstAbstainBroker Non-Votes 250,653,5363,558,926,151733,70957,346,517
A shareholder proposal requesting a dual-class sunset provision failed, receiving only 6.6% support of votes cast. The proposal sought to phase out Airbnb's dual-class share structure, but 93.4% of votes cast opposed it, indicating strong shareholder acceptance of the current governance structure.
Show 3 minor / wording changes
Added in current filing · verify on EDGAR →
The Company’s stockholders elected Nathan Blecharczyk, Alfred Lin and James Manyika as members of the Company’s board of directors as Class III directors for a three-year term. The results of the vote were as follows: NomineeForWithheldBroker Non-Votes Nathan Blecharczyk 3,751,260,89559,052,50257,346,517 Alfred Lin 3,707,820,010102,493,38757,346,517 James Manyika 3,743,849,49266,463,90557,346,517
All three Class III director nominees were elected for three-year terms with strong support. Nathan Blecharczyk received 98.5% of votes cast, Alfred Lin received 97.3%, and James Manyika received 98.3%. The withhold votes ranged from 1.5% to 2.7%, indicating routine approval levels for uncontested director elections.
Added in current filing · verify on EDGAR →
The Company’s stockholders approved, on an advisory (non-binding) basis, the compensation of the Company's named executive officers for the fiscal year ended December 31, 2025, as disclosed in the Company's proxy statement for the Annual Meeting pursuant to the compensation disclosure rules of the Securities and Exchange Commission. The results of the vote were as follows: ForAgainstAbstainBroker Non-Votes 3,785,488,62523,678,8371,145,93557,346,517
The advisory vote on executive compensation passed with 99.4% support of votes cast. Opposition was only 0.6%, indicating strong shareholder approval of the named executive officers' compensation for fiscal 2025.
Added in current filing · verify on EDGAR →
The Company’s stockholders did not approve a stockholder proposal regarding oversight of risks relating to digital services. The results of the vote were as follows: ForAgainstAbstainBroker Non-Votes 2,132,2373,807,039,4201,141,73957,346,517
Four additional shareholder proposals failed: digital services risk oversight (0.1% support), discrimination in charitable support reporting (0.04% support), and politicized divestments reporting (0.09% support). All received negligible shareholder support, with over 99.9% of votes cast opposing each proposal.
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Figures/quotes linked to EDGAR · Narrative written by AI · Jun 21, 2026 · How we verify