Form 8-K CRAWFORD & CO For: May 14

May 19, 2026 3:02 PM EDT
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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

 

Date of report (Date of earliest event reported):May 19, 2026 (May 14, 2026)

 

CRAWFORD & COMPANY

(Exact name of registrant as specified in its charter)

 

Georgia   1-10356   58-0506554
(State or other jurisdiction
of incorporation)
  (Commission File Number)   (IRS employer
Identification No.)

 

5335 Triangle Parkway, Peachtree Corners, Georgia   30092
(Address of principal executive offices)   (Zip Code)

 

Registrant’s telephone number, including area code:           (404) 300-1000                                              

 

N/A

(Former name or former address, if changed since last report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Securities Registered Pursuant to Section 12(b) of the Act:

 

Title of each class Trading Symbol(s) Name of each exchange on which registered
Class A Common Stock — $1.00 Par Value CRD-A New York Stock Exchange, Inc.
Class B Common Stock — $1.00 Par Value CRD-B New York Stock Exchange, Inc.

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

Emerging growth company ¨

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

 

 

 

 

 

Item 5.07.Submission of Matters to a Vote of Security Holders.

 

Crawford & Company (the “Company”) held its 2026 Annual Meeting of Shareholders (the “Annual Meeting”) on Thursday, May 14, 2026. The total number of shares of the Company’s Class B common stock entitled to vote at the Annual Meeting was 18,982,758, and each share was entitled to one vote for each director nominee, and one vote on each of the other matters acted upon at the Annual Meeting. The number of shares represented at the Annual Meeting by valid proxies or ballots was 18,358,014, shares, which was 96.71% of the shares of stock entitled to vote at the Annual Meeting. The final voting results for the matters submitted to a vote of shareholders at the Annual Meeting are as follows:

 

1.Election of Directors. All of the nominees for director listed below were elected to serve as directors until the Company’s next annual meeting of shareholders and until their successors are elected and qualified. The results of the election were as follows:

 

Nominee  For  Withheld  Broker Non-Votes
Inga K. Beale  18,046,081  3.254  308,709
Cameron M. Bready  18,046,633  2,702  308,709
Jesse C. Crawford, Jr.  16,545,523  1,503,812  308,709
Fred R. Donner.  18,038,831  10,504  308,709
Lisa G. Hannusch  16,927,775  1,121,560  308,709
Joel T. Murphy  16,926,857  1,122,478  308,709
Rahul Patel  15,855,227  2,194,108  308,709
Amy T. Shore  18,046,630  2,705  308,709
W. Bruce Swain  18,047,259  2,706  308,709

 

2.Proposal to approve an amendment to the Crawford & Company 2016 Omnibus Stock and Incentive Plan (“Plan”) to fix the Plan termination date as May 13, 2032. The shareholders approved the proposed amendment to the Plan and the termination date is fixed as May 13, 2032. The results of the vote were as follows:

 

For  Against  Abstain  Broker Non-Votes
15,953,544  2,063,751  32,040  308,709

 

3.Ratification of Independent Registered Public Accountants. The shareholders ratified the appointment of KPMG, LLP as the independent registered public accounting firm for the Company for the 2026 fiscal year. The vote on the ratification was as follows:

 

For  Against  Abstain
18,343,591  14,431  22

 

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SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

  CRAWFORD & COMPANY
   
  By: /s/ Tami E. Stevenson
    Name: Tami E. Stevenson
    Title:   Executive Vice President- General Counsel and Corporate Secretary

 

Date: May 19, 2026

 

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