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Get filing alertsValhi declares $0.08 quarterly dividend, appoints Randy Hill to board after director's death
Filed May 21, 2026 · Period ending May 21, 2026 · ~1 min read
Key Changes
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Board declared regular quarterly dividend of $0.08 per share, payable June 25, 2026 to stockholders of record June 4, 2026.
Exhibit 99.1 view on EDGAR → -
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Randy Hill, 66, appointed to board and audit committee to fill vacancy created by director W. Hayden McIlroy's death on April 19, 2026. Hill is a partner at Opportune LLP with over 37 years at KPMG.
Item 5.07 verify on EDGAR → -
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Six directors elected at annual meeting with at least 93.6% support each; stockholders representing 95.2% of eligible shares attended.
Item 5.07 verify on EDGAR → -
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Executive compensation approved on advisory basis with 93.9% support from eligible shares.
Item 5.07 verify on EDGAR →
Summary
Valhi disclosed routine annual meeting results alongside board succession following an unexpected director death. The company declared its regular quarterly dividend of $0.08 per share and reported strong shareholder support for all governance matters, with director elections receiving at least 93.6% approval and say-on-pay passing with 93.9% support. The board moved quickly to fill the vacancy created by W.
Hayden McIlroy's death in April, appointing Randy Hill immediately after the annual meeting. Hill brings deep accounting expertise from his 37-year career at KPMG and current partnership at Opportune LLP, strengthening the audit committee during his appointment. His qualifications suggest a focus on maintaining financial oversight continuity.
For shareholders, the dividend continues Valhi's regular capital return program while the board appointment represents orderly succession planning. The strong voting results indicate no governance concerns among the shareholder base.
Section-by-Section Diff
Event · Exhibit 99.1
Valhi declared $0.08 quarterly dividend, elected six directors, approved executive compensation, and appointed Randy Hill to board following director death.
Show 2 minor / wording changes
Added in current filing · view on EDGAR →
elected each of Thomas E. Barry, Loretta J. Feehan, Terri L. Herrington, Gina A. Norris, Michael S. Simmons and Mary A. Tidlund as a director for a one-year term
Stockholders elected six directors for one-year terms at the annual meeting held May 21, 2026. The filing does not disclose vote tallies, so the level of shareholder support cannot be determined.
Added in current filing · view on EDGAR →
adopted a resolution that approved, on a nonbinding advisory basis, the compensation of its named executive officers as disclosed in the proxy statement for the 2026 annual stockholder meeting.
Stockholders approved executive compensation on an advisory basis. The filing does not disclose vote tallies, so the level of shareholder support cannot be determined.
Event · Item 5.02 — Departure of Directors or Certain Officers; Election of Directors; Compensation
Item 5.02 — Departure of Directors or Certain Officers; Election of Directors; Compensation filed; see Key Changes for terms.
Added in current filing · verify on EDGAR →
a vacancy existed on the registrant’s board of directors due to the death of W. Hayden McIlroy
Director W. Hayden McIlroy passed away, creating a vacancy on Valhi's board of directors immediately following the May 21, 2026 annual meeting. The filing does not disclose whether the board intends to fill the vacancy or reduce its size.
Event · Item 5.07 — Submission of Matters to a Vote of Security Holders
Valhi held its 2026 annual meeting, electing six directors and approving executive compensation; Randy L. Hill appointed to fill vacancy.
Show 1 minor / wording change
Added in current filing · verify on EDGAR →
The registrant’s stockholders adopted a resolution, on a nonbinding advisory basis, approving the compensation of the registrant’s named executive officers as described in the registrant’s 2026 proxy statement. The resolution received the approval from 93.9% of the shares eligible to vote at the annual meeting.
Shareholders approved executive compensation on a nonbinding advisory basis with 93.9% support from shares eligible to vote. This level of approval is typical for say-on-pay votes and indicates no significant shareholder concerns about executive pay practices.
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Figures/quotes linked to EDGAR · Narrative written by AI · Jun 23, 2026 · How we verify