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Get filing alertsPRA Group shareholders approve 3.5M share equity plan expansion at annual meeting
Filed June 23, 2026 · Period ending June 16, 2026 · ~1 min read
Key Changes
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Shareholders approved adding 3.5 million shares to the 2022 Equity Plan with 83.0% support (26.6M for, 5.4M against), the lowest approval rate among four proposals voted.
Item 5.02 — Departure of Directors or Certain Officers; Election of Directors; Compensation verify on EDGAR → -
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Say-on-pay passed with 93.1% support (29.8M for, 2.2M against, 43K abstentions), reflecting routine approval of executive compensation.
Item 5.07 — Submission of Matters to a Vote of Security Holders verify on EDGAR → -
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All nine directors elected to serve until 2027, with support ranging to 98.9% (Martin Sjolund).
Item 5.07 — Submission of Matters to a Vote of Security Holders verify on EDGAR → -
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Ernst & Young ratified as auditor for 2026 with 99.5% support (33.9M for, 146K against).
Item 5.07 — Submission of Matters to a Vote of Security Holders verify on EDGAR →
Summary
PRA Group held its 2026 annual meeting on June 16, with shareholders voting on four proposals. The most material outcome was approval to expand the 2022 Equity Plan by 3.5 million shares, which passed with 83.0% support—the lowest approval rate of the meeting. This expansion increases the pool available for employee stock grants and options, providing capacity for future compensation and retention programs.
The 17% opposition suggests some shareholder concern about dilution, though the proposal cleared comfortably. The other votes were routine and passed with strong support. Say-on-pay received 93.1% approval, all nine directors were elected with 90–99% support, and the auditor ratification passed at 99.5%. These results reflect normal governance outcomes with no material concerns. The equity plan expansion is the item to note for its impact on share count and future compensation structure.
Section-by-Section Diff
Event · Item 5.07 — Submission of Matters to a Vote of Security Holders
PRA Group held its 2026 annual meeting; shareholders elected nine directors, ratified Ernst & Young, approved say-on-pay, and authorized additional equity plan shares.
Added in current filing · view on EDGAR → · paraphrased
Adrian M. Butler 29,976,285 2,019,831 6,877 2,029,734
Marjorie M. Connelly 31,631,104 364,227 7,662 2,029,734
Steven D. Fredrickson 31,155,345 840,256 7,392 2,029,734
Dame Jayne-Anne Gadhia 31,457,977 533,624 11,392 2,029,734
Geir L. Olsen 29,483,901 2,511,714 7,378 2,029,734
Brett L. Paschke 29,792,876 2,202,736 7,381 2,029,734
Martin Sjolund 31,595,798 397,219 9,976 2,029,734
Scott M. Tabakin 30,862,064 1,133,136 7,793 2,029,734
Lance L. Weaver 28,885,156 3,106,214 11,623 2,029,734
Shareholders elected all nine director nominees to serve until the 2027 annual meeting. Support ranged from 90.3% to 98.9% of votes cast. Lance L. Weaver received the lowest support at 90.3% (28,885,156 for vs. 3,106,214 against), while Martin Sjolund received the highest at 98.9%.
Added in current filing · view on EDGAR → · paraphrased
ForAgainstAbstainBroker Non-Vote
29,754,777 2,204,747 43,469 2,029,734
Shareholders approved the advisory vote on named executive officer compensation with 93.1% support (29,754,777 for vs. 2,204,747 against). The 6.9% opposition is within normal ranges for say-on-pay votes.
Event · Item 5.02 — Departure of Directors or Certain Officers; Election of Directors; Compensation
Shareholders approved 3.5M share increase to 2022 equity plan at annual meeting.
Added in current filing · verify on EDGAR →
At the 2026 Annual Meeting, the Company’s stockholders approved the amendment of the PRA Group, Inc. 2022 Omnibus Incentive Plan (the “2022 Equity Plan”) to increase the share limit of the 2022 Equity Plan by an additional 3,500,000 shares of the Company’s common stock
Shareholders voted to expand the company's equity compensation pool by 3.5 million shares. This increases the number of shares available for employee stock grants, options, and other equity awards under the 2022 plan. The expansion provides additional capacity for future compensation and retention programs.
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Figures/quotes linked to EDGAR · Narrative written by AI · Jun 25, 2026 · How we verify