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Get filing alertsPinterest shareholders approve board slate, executive pay at 2026 annual meeting
Filed May 26, 2026 · Period ending May 21, 2026 · ~1 min read
Key Changes
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Stockholders elected four Class I directors (Chip Bergh, Gokul Rajaram, Emily Reuter, Marc Steinberg) to three-year terms through 2029, with all nominees receiving over 90% support in uncontested elections.
Item 5.07 verify on EDGAR → -
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Executive compensation received 96% shareholder approval in advisory say-on-pay vote, indicating satisfaction with management pay practices.
Item 5.07 verify on EDGAR → -
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Shareholders voted overwhelmingly for annual say-on-pay votes going forward, giving investors yearly input on executive compensation rather than less frequent reviews.
Item 5.07 verify on EDGAR → -
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Ernst & Young LLP ratified as independent auditor for fiscal 2026 with 99% approval, maintaining continuity in external audit relationship.
Item 5.07 verify on EDGAR →
Summary
Pinterest filed a routine 8-K disclosing results from its May 21, 2026 annual stockholder meeting. All proposals passed with strong support, including the election of four directors to three-year terms, approval of executive compensation, and ratification of Ernst & Young as the company's auditor. The voting results were decisive across all items, with no contested elections or shareholder opposition of note.
For retail investors, this filing represents standard corporate governance with no material changes to board composition, compensation philosophy, or audit relationships. The high approval rates suggest alignment between management and shareholders. The decision to hold say-on-pay votes annually provides shareholders regular opportunities to weigh in on executive pay.
Watch for Pinterest's proxy statement next year to see if the board composition or compensation structure evolves, particularly if business performance changes significantly. These annual meeting results establish a baseline for future governance decisions.
Section-by-Section Diff
Event · Item 5.07 — Submission of Matters to a Vote of Security Holders
Pinterest held its 2026 annual meeting, electing four Class I directors, approving executive compensation, and ratifying Ernst & Young as auditor.
Show 4 minor / wording changes
Added in current filing · verify on EDGAR →
Elect Class I nominees for director to hold office until the 2029 annual meeting and until their successors have been duly elected and qualified, or until their office is otherwise vacated NomineeForAgainstAbstainBroker Non-Votes Chip Bergh 1,795,684,711152,462,358346,54647,220,520 Gokul Rajaram 1,906,257,23641,887,444348,93547,220,520 Emily Reuter 1,945,691,0872,451,265351,26347,220,520 Marc Steinberg 1,939,563,3908,587,510342,71547,220,520 Based on the votes set forth above, each director nominee was duly elected to serve until the 2029 annual meeting of stockholders
Stockholders elected four Class I directors (Chip Bergh, Gokul Rajaram, Emily Reuter, and Marc Steinberg) to serve three-year terms until the 2029 annual meeting. All nominees received overwhelming support with over 1.7 billion votes in favor. This represents routine board governance with no contested elections or unexpected outcomes.
Added in current filing · verify on EDGAR →
Approve, on a non-binding advisory basis, the compensation of the Company's named executive officers ForAgainstAbstainBroker Non-Votes 1,872,585,09575,176,625731,89547,220,520 Based on the votes set forth above, the stockholders approved, on an advisory non-binding basis, the compensation of the Company’s named executive officers.
Stockholders approved executive compensation on an advisory basis with approximately 96% support (1.87 billion votes for vs. 75 million against). This non-binding vote indicates shareholder satisfaction with management pay practices.
Added in current filing · verify on EDGAR →
Approve, on a non-binding advisory basis, the frequency of future advisory votes to approve the Company's named executive officers' compensation One YearTwo YearsThree YearsAbstain 1,940,750,588136,1947,018,838587,995 In accordance with the votes set forth above, in which "one year" received the highest number of votes, the Company has decided to hold future advisory votes to approve the compensation of the Company’s named executive officers every year
Stockholders voted overwhelmingly (1.94 billion votes) for annual say-on-pay votes rather than biennial or triennial frequency. Pinterest will conduct executive compensation advisory votes annually going forward, providing shareholders regular input on pay practices.
Added in current filing · verify on EDGAR →
Ratify the audit and risk committee's selection of Ernst & Young LLP as the company's independent registered public accounting firm for the fiscal year 2026 ForAgainstAbstain 1,980,724,81314,669,424319,898 Based on the votes set forth above, the stockholders ratified the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year 2026.
Stockholders ratified Ernst & Young LLP as Pinterest's independent auditor for fiscal 2026 with 99% approval (1.98 billion votes for vs. 14.7 million against). This represents continuity in the external audit relationship with no auditor change.
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Figures/quotes linked to EDGAR · Narrative written by AI · May 27, 2026 · How we verify