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Get filing alertsAAR Corp shareholders approve 2026 Stock Plan and re-elect three directors at annual meeting
Filed September 24, 2026 · Period ending September 23, 2026 · ~1 min read
Key Changes
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Shareholders approved the AAR CORP. 2026 Stock Plan, authorizing equity and cash-based awards for employees, directors, and service providers, with about 94.4% of votes cast in favor.
Item 5.07 verify on EDGAR → -
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The filing indicates a departure, election, appointment, or compensatory arrangement involving directors or certain officers, but details were not provided in the truncated text.
Item 5.02 verify on EDGAR → -
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All three Class III director nominees—John W. Dietrich, Robert F. Leduc, and Peter Pace—were elected, each receiving over 33.5 million votes in favor.
Item 5.07 verify on EDGAR → -
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Advisory say-on-pay proposal passed with approximately 95.9% support, and KPMG was ratified as independent auditor with about 97.5% support.
Item 5.07 verify on EDGAR →
Summary
AAR Corp held its 2026 Annual Meeting on September 23, 2026, with roughly 93% of outstanding shares represented. Shareholders approved all four proposals, including the new 2026 Stock Plan, which authorizes discretionary equity and cash-based awards. The plan passed with about 94.4% of votes cast in favor, a routine outcome for a compensation-related proposal.
The three Class III director nominees were re-elected with strong support, and the advisory say-on-pay vote and auditor ratification also passed by wide margins. The filing also includes an Item 5.02 disclosure regarding a departure, election, appointment, or compensatory arrangement involving directors or certain officers, but the provided text is truncated and lacks specifics. Investors should await further details on that matter.
Section-by-Section Diff
Event · Item 5.07 — Submission of Matters to a Vote of Security Holders
AAR CORP held its 2026 Annual Meeting; all four proposals passed, including the new 2026 Stock Plan.
Show 4 minor / wording changes
Added in current filing · verify on EDGAR →
At the Annual Meeting, 37,391,244 shares of common stock, par value $1.00 per share, or approximately 93% of the 40,258,840 shares of common stock outstanding and entitled to vote at the Annual Meeting, were present in person or by proxy.
The filing discloses that roughly 93% of shares entitled to vote were represented at the meeting, establishing a strong quorum. This is a routine disclosure for an annual meeting.
Added in current filing · verify on EDGAR →
John W. Dietrich 34,722,656 | 1,071,178 | 12,433 | 1,584,977
Robert F. Leduc 34,715,647 | 1,078,327 | 12,293 | 1,584,977
Peter Pace | 33,584,745 | 2,209,353 | 12,169 | 1,584,977
All three Class III director nominees were elected. Each received over 33.5 million votes in favor, with opposition ranging from roughly 1.07 million to 2.21 million votes. Broker non-votes totaled 1,584,977 for each nominee.
Added in current filing · verify on EDGAR →
For | Against | Abstain | Broker Non-Vote
34,285,245 | 1,475,837 | 45,185 | 1,584,977
Stockholders approved the advisory proposal on fiscal year 2026 executive compensation. The proposal passed with approximately 95.9% of votes cast in favor, a routine and healthy outcome.
Added in current filing · verify on EDGAR →
For Against Abstain
36,470,764 905,880 14,600
Stockholders ratified the appointment of KPMG LLP as the company's independent registered public accounting firm for the fiscal year ending May 31, 2027. The ratification passed with approximately 97.5% of votes cast in favor.
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Figures/quotes linked to EDGAR · Narrative written by AI · Sep 25, 2026 · How we verify