Open report — full analysis, no account required.

Sign up to generate reports and read filings that aren't on the open list.

Sign up free

Get notified when SSNC files again. Create a free account and we'll email you the moment its next filing is analyzed.

Get filing alerts
NASDAQ: SSNC SS&C Technologies Holdings Inc 8-K

SS&C Technologies authorizes up to $1.5B stock buyback, expands equity compensation pool by 10M shares

Filed May 22, 2026 · Period ending May 20, 2026 · ~1 min read

4 key changes 1 high relevance 3 sections

Key Changes

  • high

    Board renewed stock repurchase program authorizing up to $1.5 billion in buybacks over the next year, giving management flexibility to return capital to shareholders through open market purchases or private transactions.

  • medium

    Shareholders approved adding 10 million shares to the stock incentive plan, expanding the pool available for employee equity awards like stock options and restricted stock units.

  • low

    Three Class I directors elected to serve until 2029: Normand Boulanger, David Varsano, and Michael Zamkow, all receiving majority shareholder support.

  • low

    Shareholders approved executive compensation on advisory basis with 84% support and ratified PricewaterhouseCoopers as auditor for 2026 with 96% approval.

Summary

SS&C Technologies announced two significant capital allocation decisions following its May 20, 2026 annual meeting. The board authorized a renewed up to $1.5 billion stock repurchase program valid for one year, signaling confidence in the company's cash generation and commitment to returning capital to shareholders.

Simultaneously, shareholders approved expanding the equity compensation pool by 10 million shares, which will dilute existing holders but provides the company flexibility to attract and retain talent through stock-based awards.

The dual announcements reflect competing priorities: buying back shares reduces the share count and typically supports the stock price, while expanding the equity plan increases potential dilution. The net impact on shareholders will depend on how aggressively management executes the buyback versus how quickly they grant the newly authorized shares. At the annual meeting, routine matters passed with strong support, including director elections and auditor ratification. Retail investors should monitor quarterly filings to track actual share repurchase activity and the pace of equity grants under the expanded plan. The company's capital allocation balance between buybacks and employee compensation will be a key indicator of management's priorities over the coming year.

Section-by-Section Diff

Event · Item 5.02 — Departure of Directors or Certain Officers; Election of Directors; Compensation

~200 words

Stockholders approved 10M share increase to stock incentive plan at May 20, 2026 annual meeting.

1 Added
Added Stock incentive plan share increase medium

Added in current filing · verify on EDGAR →

the Company’s stockholders approved the adoption of the SS&C Technologies Holdings, Inc. Third Amended and Restated 2023 Stock Incentive Plan (the “Third A&R 2023 Plan”) to increase the number of shares reserved for issuance under the Third A&R 2023 Plan by 10,000,000 shares of common stock of the Company.

Stockholders approved adding 10 million shares to the company's stock incentive plan at the May 20, 2026 annual meeting. This increases the pool of shares available for employee equity compensation awards such as stock options and restricted stock units. The board had previously approved the plan amendment on March 11, 2026, contingent on stockholder approval.

Event · Item 5.07 — Submission of Matters to a Vote of Security Holders

~300 words

SS&C Technologies held its 2026 annual meeting; stockholders elected three Class I directors, approved executive compensation, ratified auditor, and approved amended stock plan.

4 Added
Added Stock incentive plan amendment medium

Added in current filing · verify on EDGAR →

Approval of the SS&C Technologies Holdings, Inc. Third Amended and Restated 2023 Stock Incentive Plan. The votes cast with respect to this matter are as follows: For | Against | Abstain | Broker Non-Votes | 177,696,046 | 30,180,122 | 25,949 | 11,654,381

Stockholders approved amendments to the company's 2023 Stock Incentive Plan with 177.7 million votes for and 30.2 million against (approximately 85% approval). This plan governs equity compensation for employees and executives, and the amendment likely adjusts share reserves or plan terms.

Show 3 minor / wording changes
Added Class I director elections low

Added in current filing · verify on EDGAR →

The following nominees were elected to the Company’s Board as Class I directors, to serve a term expiring at the 2029 annual meeting of stockholders and until their successors have been duly elected and qualified.

Three directors were elected to serve three-year terms: Normand A. Boulanger (189.1M for, 10.7M against), David A. Varsano (166.8M for, 33.1M against), and Michael J. Zamkow (186.9M for, 13.0M against). All nominees received majority support and will serve until 2029.

Added Executive compensation advisory vote low

Added in current filing · verify on EDGAR →

A non-binding, advisory vote on the compensation of the Company’s named executive officers was approved. The votes cast with respect to this matter are as follows: For | Against | Abstain | Broker Non-Votes | 174,257,337 | 33,615,417 | 29,363 | 11,654,381

Stockholders approved executive compensation on an advisory basis with 174.3 million votes for and 33.6 million against (approximately 84% approval). This non-binding vote indicates general shareholder support for the company's executive pay practices.

Added Auditor ratification low

Added in current filing · verify on EDGAR →

The appointment of PricewaterhouseCoopers LLP as the independent registered public accounting firm for the Company for the fiscal year ending December 31, 2026. The votes cast with respect to this proposal are as follows: For | Against | Abstain | 209,980,176 | 9,554,471 | 21,851

Stockholders ratified PricewaterhouseCoopers LLP as the independent auditor for fiscal year 2026 with 210.0 million votes for and 9.6 million against (approximately 96% approval). This is a routine annual vote confirming the audit firm selection.

Event · Item 8.01 — Other Events

~200 words

Item 8.01 — Other Events filed; see Key Changes for terms.

2 Added
Added Stock repurchase program renewal high

Added in current filing · verify on EDGAR →

On May 21, 2026, the Company announced that its Board of Directors (“Board”) has authorized a renewal of its stock repurchase program, which will enable the Company to repurchase up to $1.5 billion in aggregate of the Company’s outstanding shares of common stock.

The Board renewed and increased the stock buyback authorization to $1.5 billion. The program allows the company to repurchase shares over the next year through open market purchases, private transactions, or Rule 10b5-1 plans. Management retains discretion on timing and amount based on market conditions, and the program can be suspended or discontinued at any time.

Added Program duration and flexibility medium

Added in current filing · verify on EDGAR →

The Company’s authority to repurchase shares under the renewed program shall continue until the one-year anniversary of the Board’s authorization, unless terminated by the Board.

The repurchase authorization expires one year from May 21, 2026, unless the Board terminates it earlier. This time-limited structure is standard for buyback programs and provides flexibility for the Board to adjust capital allocation strategy.

Was this report useful?

Figures/quotes linked to EDGAR · Narrative written by AI · May 24, 2026 · How we verify