Mercury Systems, Inc. filed an 8-K on November 3, 2026, disclosing voting results from its Annual Meeting of Shareholders held October 28, 2026, along with new board leadership appointments made at a concurrent Board of Directors meeting.
Key Highlights
- Three Class II Directors elected: Jean Bua, Gerard J. DeMuro, and Scott Ostfeld were each elected to three-year terms ending in 2029.
- Director vote totals: Bua received 50,797,517 votes for and 5,243,040 withheld; DeMuro received 50,807,272 for and 5,233,285 withheld; Ostfeld received 49,338,401 for and 6,702,156 withheld.
- Say-on-pay approved: Advisory compensation vote passed 49,014,946 for versus 7,002,993 against, with 22,618 abstentions.
- KPMG LLP ratified: Shareholders ratified KPMG LLP as independent auditor for fiscal 2027 with 56,919,146 votes for and 1,168,395 against.
- New Board chairman: William L. Ballhaus was elected Chairman of the Board, and Barry R. Nearhos was elected Lead Independent Director.
- Committee assignments set: The Board determined the composition of five committees, including Audit, Government Relations, Human Capital and Compensation, M&A and Finance, and Nominating and Governance.
Mercury Systems 2026 Annual Meeting: Director Elections, Votes, and Board Restructuring
According to the filing, Mercury Systems, Inc. (NASDAQ:MRCY) held its Annual Meeting of Shareholders on October 28, 2026. The primary business included the election of three Class II Directors, an advisory vote on executive compensation, and ratification of the company's independent auditor. Each elected director is set to serve until 2029, the filing states, and until their successors are duly elected and qualified.
The filing reports that 2,062,269 broker non-votes were recorded on the director election and say-on-pay proposals, while the KPMG ratification vote carried no non-votes. On the advisory compensation vote, the filing disclosed 49,014,946 votes in favor against 7,002,993 opposed. The auditor ratification passed with 56,919,146 votes in favor, 1,168,395 against, and 15,285 abstentions, according to the disclosure.
Separately, the Board of Directors convened on October 28, 2026, in connection with the Annual Meeting. The filing states that William L. Ballhaus was elected Chairman of the Board and Barry R. Nearhos was named Lead Independent Director. The Board also set committee assignments for the coming year. Barry R. Nearhos will chair the Audit Committee alongside Jean Bua, Lisa S. Disbrow, and Debora A. Plunkett. Howard L. Lance will chair the Human Capital and Compensation Committee, with Orlando P. Carvalho, Lisa S. Disbrow, and Scott Ostfeld as members, the filing reports.
What Was Disclosed
Mercury Systems disclosed the final vote counts from its October 28, 2026 Annual Meeting, confirming election of three directors, an advisory pay vote outcome, auditor ratification, and new board leadership and committee assignments effective following that meeting.


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