CBIZ, Inc. filed an 8-K with the SEC on October 27, 2026, reporting the results of a virtual special meeting at which stockholders approved the adoption of the Agreement and Plan of Merger with Viking ParentCo, Inc.

Key Highlights

  • Quorum: Holders of 40,439,369 shares, representing 73.6% of shares outstanding and entitled to vote as of the September 16, 2026 record date, were present or represented by proxy.
  • Merger Agreement Proposal approved: The proposal received 39,198,360 votes for, 1,180,759 against, and 60,250 abstentions.
  • Merger-Related Compensation Proposal approved: The non-binding advisory vote received 37,188,161 votes for, 3,130,664 against, and 120,544 abstentions.
  • Adjournment not needed: Proposal 3 (adjournment) was rendered moot and not presented, because sufficient votes were available at the time of the meeting.
  • Expected closing: According to the filing, the company expects to close the transactions on or about November 2, 2026, subject to the terms of the Merger Agreement.

CBIZ Special Meeting: Merger Vote Results and Anticipated Closing

CBIZ, Inc. (NYSE:CBZ) held a virtual special meeting of stockholders on October 27, 2026, to vote on matters related to the previously announced merger. According to the filing, the company entered into an Agreement and Plan of Merger on July 28, 2026, with Viking ParentCo, Inc. as parent and Viking MergerCo, Inc. as the merger subsidiary. Under the terms of the Merger Agreement, Merger Sub will be merged with and into CBIZ, with CBIZ surviving as a wholly owned subsidiary of Parent.

The Merger Agreement Proposal was approved by votes representing a majority of the outstanding shares entitled to vote. The filing reports the final tally as 39,198,360 votes for, 1,180,759 against, and 60,250 abstentions. Separately, the Merger-Related Compensation Proposal - a non-binding advisory vote on compensation that may be paid to named executive officers in connection with the transactions - was also approved, receiving 37,188,161 votes for, 3,130,664 against, and 120,544 abstentions.

Because sufficient votes were secured for the Merger Agreement Proposal, the filing states that Proposal 3 regarding adjournment "was rendered moot and was not presented at the Special Meeting." Under Item 7.01 (Regulation FD Disclosure), the company disclosed that it expects to close the transactions on or about November 2, 2026, "in accordance with, and subject to the terms of, the Merger Agreement." The filing references the definitive proxy statement filed with the SEC on September 18, 2026, for full definitions of terms used in the report.

What Was Disclosed

CBIZ, Inc. reported the outcome of its October 27, 2026 special stockholder meeting, confirming approval of its Merger Agreement with Viking ParentCo, Inc. and the related executive compensation proposal, and disclosing an expected closing date of on or about November 2, 2026.