BKNGBOOKING HOLDINGS INC.
8-K5.079.01

Jun 2, 2026

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BKNG 8-K: Smart Summary

81% reduction

The 2026 Annual Meeting of Stockholders of Booking Holdings Inc. (BKNG) was held virtually on June 2, 2026. Stockholders voted on six proposals, including the election of eleven directors, an advisory say-on-pay vote, auditor ratification, a certificate of incorporation amendment, and two shareholder proposals.

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

Director Elections

  • Glenn D. Fogel — 626,172,624 for / 3,336,143 against (99.38% approval)
  • Mirian Graddick-Weir — 617,626,448 for / 11,873,023 against (98.11% approval)
  • Kelly Grier — 624,491,573 for / 5,001,928 against (99.21% approval)
  • Robert J. Mylod, Jr. — 618,987,796 for / 10,483,969 against (98.33% approval)
  • Charles H. Noski — 568,161,578 for / 60,586,704 against (90.36% approval)
  • Larry Quinlan — 601,714,149 for / 27,776,690 against (95.59% approval)
  • Nicholas J. Read — 626,339,985 for / 3,148,650 against (99.50% approval)
  • Thomas E. Rothman — 612,655,856 for / 16,837,680 against (97.33% approval)
  • Kurt Sievers — 626,268,964 for / 3,223,664 against (99.49% approval)
  • Sumit Singh — 624,816,642 for / 4,676,082 against (99.26% approval)
  • Vanessa A. Wittman — 615,332,600 for / 12,632,041 against (97.99% approval)

Management Proposals

  • Advisory vote to approve 2025 executive compensation (Say-on-Pay) — 567,003,024 for / 61,561,892 against / 1,405,584 abstain (90.20% approval) — passed
  • Ratification of Deloitte & Touche LLP as independent registered public accounting firm for fiscal year 2026 — 610,788,541 for / 57,141,803 against / 1,636,430 abstain (91.44% approval) — passed
  • Approval of amendment to certificate of incorporation to provide for exculpation of officers — 549,857,878 for / 79,183,201 against / 929,421 abstain (87.39% approval) — passed

Shareholder Proposals

  • Stockholder proposal to avoid brand damage due to corporate political spending — 220,677,778 for / 406,392,027 against / 2,900,695 abstain (35.17% approval) — failed
  • Stockholder proposal regarding business operations in illegal settlements — 64,039,145 for / 558,090,578 against / 7,840,777 abstain (10.28% approval) — failed
§ MORE SUMMARIES

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8-K$BKNGSmart Summary
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