Medline Inc.

06/12/2026 | Press release | Distributed by Public on 06/12/2026 14:20

Proxy Results (Form 8-K)

Item 5.07. Submission of Matters to a Vote of Security Holders.
On June 11, 2026, Medline Inc. (the "Company") held its 2026 Annual Meeting of Stockholders (the "Annual Meeting") for the purposes of (i) electing the 12 director nominees named in the proxy statement for the Annual Meeting filed with the Securities and Exchange Commission on April 23, 2026; (ii) approving, on an advisory basis, the Company's executive compensation; (iii) approving the frequency of holding advisory votes to approve the Company's executive compensation; and (iv) ratifying the selection of Ernst & Young LLP as the Company's independent auditor for the fiscal year ending December 31, 2026.
Stockholders were entitled to one vote per share of the Company's Class A common stock, par value $0.0001 per share ("Class A Common Stock") held and one vote per share of the Company's Class B common stock, par value $0.0001 per share ("Class B Common Stock") held on the matters presented at the Annual Meeting. The Class A Common Stock and Class B Common Stock voted as a single class on all matters presented at the Annual Meeting. The final results of the stockholder vote are set forth below.
Item 1. Election of Directors. Stockholders elected each of the 12 nominees to serve as a director of the Company for a one-year term expiring at the Company's 2027 Annual Meeting of Stockholders as follows:
Director
Shares For
Shares Withheld
Broker Non-Votes
Charles N. Mills
1,190,578,539
4,959,993
15,907,427
Joseph P. Baratta
1,187,349,612
8,188,920
15,907,427
Jacob D. Best
1,184,283,692
11,254,840
15,907,427
Todd M. Bluedorn
1,191,284,106
4,254,426
15,907,427
James M. Boyle
1,191,290,295
4,248,237
15,907,427
Richard A. Galanti
1,187,400,373
8,138,159
15,907,427
Patrick J. Healy
1,191,257,516
4,281,016
15,907,427
Andrew J. Mills
1,190,955,225
4,583,307
15,907,427
Robert R. Schmidt
1,151,561,782
43,976,750
15,907,427
Anushka M. Sunder
1,188,360,787
7,177,745
15,907,427
Thomas W. Sweet
1,187,354,719
8,183,813
15,907,427
Stephen H. Wise
1,187,346,890
8,191,642
15,907,427
Item 2. Advisory Vote to Approve Executive Compensation. Stockholders approved, on an advisory basis, the Company's executive compensation as follows:
Shares For
Shares Against
Abstentions
Broker Non-Votes
1,189,280,399
6,203,145
54,988
15,907,427
Item 3. Advisory Vote on the Frequency of Votes on Executive Compensation. Stockholders approved, on an advisory basis, a frequency of one year for future advisory votes on the Company's executive compensation as follows:
One Year
Two Years
Three Years
Abstentions
Broker Non-Votes
1,195,424,539
19,303
61,335
33,355
15,907,427
Item 4. Ratification of the Selection of Ernst & Young LLP as Independent Auditor for Fiscal Year 2026. Stockholders ratified the selection of Ernst & Young LLP as the Company's independent auditor for fiscal year 2026 as follows:
Shares For
Shares Against
Abstentions
1,211,242,117
156,205
47,637
The Company has decided, going forward, to hold an advisory stockholder vote on the Company's executive compensation every year, consistent with the recommendation of the Board of Directors of the Company to stockholders.
Medline Inc. published this content on June 12, 2026, and is solely responsible for the information contained herein. Distributed via EDGAR on June 12, 2026 at 20:20 UTC. If you believe the information included in the content is inaccurate or outdated and requires editing or removal, please contact us at [email protected]