8-KThe WireRed Alert
Executive Change · Shareholder Vote
Filed May 4, 2026 · 1mo ago · Accession 0000078890-26-000034
Plain English
Material event — a significant development the company must disclose promptly.
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Filing text
View original ↗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): April 28, 2026
THE BRINK’S COMPANY
(Exact name of registrant as specified in its charter)
Virginia 001-09148 54-1317776
(State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.)
1801 Bayberry Court
P. O. Box 18100
Richmond , VA 23226 -8100
(Address and zip code of
principal executive offices)
Registrant’s telephone number, including area code: ( 804 ) 289-9600
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
Common Stock, par value $1.00 per share BCO New York Stock Exchange
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 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On April 28, 2026, The Brink’s Company (the “Company”) held its annual meeting of shareholders (the “2026 Annual Meeting”), at which five proposals were submitted to the Company’s shareholders. The proposals are described in detail in the Company’s proxy statement for the 2026 Annual Meeting filed with the Securities and Exchange Commission (the “SEC”) on March 20, 2026 (the “2026 Proxy Statement”).
At the 2026 Annual Meeting, the Company’s shareholders approved The Brink’s Company Amended and Restated 2024 Equity Incentive Plan (the “Amended and Restated 2024 Plan”), which amends the Company’s 2024 Equity Incentive Plan, originally effective as of May 2, 2024. The Amended and Restated 2024 Plan, among other things, adds 3,900,000 shares of the Company's common stock available for issuance under the plan.
The Amended and Restated 2024 Plan is described in detail in, and attached as appendix to, the 2026 Proxy Statement. The foregoing description is qualified in its entirety by reference to the full text of the Amended and Restated 2024 Plan, which is filed as Exhibit 10.1 hereto and incorporated herein by reference.
Item 5.07 Submission of Matters to a Vote of Security Holders.
At the 2026 Annual Meeting, five proposals were submitted to the Company’s shareholders, including the proposal to approve the Amended and Restated 2024 Plan. A quorum of the Company’s common shares was present for the 2026 Annual Meeting, and the final results for the votes regarding the proposals are set forth below.
Proposal 1 – Shareholders elected nine nominees to the Board for terms expiring in 2027. The name of each director and the votes cast for such individual are set forth below:
For Against Abstain Broker Non-Votes
Kathie J. Andrade 33,968,237 2,281,591 138,138 1,760,832
Paul G. Boynton 35,632,622 726,732 28,612 1,760,832
Ian D. Clough 35,877,716 485,302 24,948 1,760,832
Susan E. Docherty 35,663,469 695,805 28,692 1,760,832
Mark Eubanks 35,945,323 413,945 28,698 1,760,832
Michael J. Herling 35,368,307 990,933 28,726 1,760,832
A. Louis Parker 35,731,956 624,983 31,027 1,760,832
Timothy J. Tynan 36,098,041 264,874 24,951 1,760,832
Keith R. Wyche 35,709,319 630,277 48,370 1,760,832
Proposal 2 – Shareholders approved an advisory resolution on named executive compensation.
For Against Abstain Broker Non-Votes
35,902,479 419,407 66,080 1,760,832
Proposal 3 – Shareholders approved the selection of KPMG LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026.
For Against Abstain Broker Non-Votes
38,023,925 70,920 54,583 0
Proposal 4 – Shareholders approved the Company’s Amended and Restated 2024 Equity Incentive Plan:
For Against Abstain Broker Non-Votes
35,301,445 1,018,331 68,190 1,760,832
Proposal 5 – Shareholders voted against the Shareholder proposal requesting a report on employee retention rates by demographic categories:
For Against Abstain Broker Non-Votes
2,619,075 33,439,945 328,946 1,760,832
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
10.1 The Brink’s Company Amended and Restated 2024 Equity Incentive Plan, effective April 28, 2026
104 Cover Page Interactive Data File (embedded within the Inline XBRL document)
SIGNATURE
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.
THE BRINK’S COMPANY
(Registrant)
Date: May 4, 2026 By: /s/ Kurt B. McMaken
Kurt B. McMaken
Executive Vice President and
Chief Financial Officer
Filing details
- Company
- BRINKS CO
- Ticker
- BCO
- CIK
- 78890
- Form type
- 8-K
- Filing date
- May 4, 2026
- Report date
- Apr 28, 2026
- Document
- bco-20260428.htm
- Size
- 394 KB