8-KThe WireRoutine
Shareholder Vote
Filed May 22, 2026 · 1mo ago · Accession 0001193125-26-235480
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): May 20, 2026
UNIVERSAL HEALTH SERVICES, INC.
(Exact name of registrant as specified in its charter)
Delaware
1-10765
23-2077891
(State or other jurisdiction of
(Commission
(I.R.S. Employer
Incorporation or Organization)
File Number)
Identification No.)
UNIVERSAL CORPORATE CENTER
367 SOUTH GULPH ROAD
KING OF PRUSSIA , Pennsylvania 19406
(Address of principal executive office) (Zip Code)
Registrant’s telephone number, including area code ( 610 ) 768-3300
Not Applicable
(Former name or former address, if changed since last report)
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 (see General Instructions A.2. below):
☐
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
Class B Common Stock
UHS
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 5.07 Submission of Matters to a Vote of Security Holders.
On May 20, 2026, the Company held its 2026 Annual Meeting of Stockholders. This year’s Annual Meeting of Stockholders was conducted virtually via a live audio webcast.
At the Annual Meeting, the Company’s stockholders: (i) voted to elect two Class III members of the Board of Directors for a three-year term scheduled to expire at the Company’s 2029 Annual Meeting of Stockholders; (ii) voted to approve, on an advisory (non-binding) basis, the compensation paid to the Company's named executive officers; (iii) voted to ratify the selection of PricewaterhouseCoopers, LLP, as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026, and; (iv) voted against the stockholder proposal regarding reporting votes based on UHS shareholder money at risk. The final voting results were as follows:
Proposal No. 1: Election of Directors:
Alan B. Miller – elected by the Class A and Class C Stockholders:
Votes cast in favor
7,236,288
Votes withheld
0
Non-votes
0
Nina Chen-Langenmayr – elected by the Class B and Class D Stockholders:
Votes cast in favor
31,836,231
Votes withheld
14,129,963
Non-votes
2,535,388
Proposal No. 2: Advisory vote on named executive compensation:
Votes cast in favor
62,219,230
Votes cast against
228,600
Votes abstained
1,996
Non-votes
262,607
Proposal No. 3: Ratification of the selection of PricewaterhouseCoopers, LLP, as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026:
Votes cast in favor
62,633,332
Votes cast against
77,514
Votes abstained
1,586
Non-votes
0
Proposal No. 4: Stockholder proposal to report votes based on UHS shareholder money at risk:
Votes cast in favor
2,917,981
Votes cast against
59,513,156
Votes abstained
18,688
Non-votes
262,607
After the proxy statement was issued, the New York State Common Retirement Fund withdrew its proposal to adopt a policy requiring the Registrant to publicly disclose its workforce diversity. Therefore, there was no vote for Proposal No. 5 held or announced at the meeting.
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.
Universal Health Services, Inc.
By:
/s/ Steve Filton
Name: Steve Filton
Title: Executive Vice President and
Chief Financial Officer
Date: May 22, 2026
Filing details
- Ticker
- UHS
- CIK
- 352915
- Form type
- 8-K
- Filing date
- May 22, 2026
- Report date
- May 20, 2026
- Document
- uhs-20260520.htm
- Size
- 173 KB