SEC Form 8-K filed by Evercore Inc.

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): June 10, 2026

 

EVERCORE INC.

(Exact name of registrant as specified in its charter)

 

 

Delaware		001-32975		20-4748747
(State or other jurisdiction of incorporation)		(Commission File No.)		(IRS Employer Identification No.)

 

55 East 52nd Street New York, New York 10055 (Address of principal executive offices)

(212) 857-3100

(Registrant’s telephone number, including area code)

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 Instruction 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 class		Trading Symbol(s)		Name of each exchange on which registered
Class A common stock, par value $0.01 per share		EVR		New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 under the Securities Act (17 CFR 230.405) or Rule 12b-2 under the Exchange Act (17 CFR 240.12b-2).

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.

(a) Evercore Inc. (“Evercore”) held its annual meeting of stockholders on June 10, 2026.

(b) Stockholders voted on the matters set forth below.

1. The nominees for election to the Board of Directors were elected to serve as directors until the next Annual Meeting or until their successors are duly elected and qualified, based upon the following final tabulation of votes:

 

Roger C. Altman		For			34,441,446
		Against			601,205
		Abstain			9,459
		Broker non-votes			2,988,968
Pamela G. Carlton		For			33,968,819
		Against			1,053,923
		Abstain			29,368
		Broker non-votes			2,988,968
Ellen V. Futter		For			34,220,876
		Against			801,906
		Abstain			29,328
		Broker non-votes			2,988,968
Gail B. Harris		For			33,915,998
		Against			1,126,633
		Abstain			9,479
		Broker non-votes			2,988,968
Robert B. Millard		For			33,668,693
		Against			1,373,941
		Abstain			9,476
		Broker non-votes			2,988,968
Willard J. Overlock, Jr.		For			34,584,573
		Against			458,010
		Abstain			9,527
		Broker non-votes			2,988,968
Sir Simon M. Robertson		For			34,047,102
		Against			995,448
		Abstain			9,560
		Broker non-votes			2,988,968
Christine A. Varney		For			34,752,234
		Against			288,971
		Abstain			10,905
		Broker non-votes			2,988,968
John S. Weinberg		For			34,031,186
		Against			1,011,423
		Abstain			9,501
		Broker non-votes			2,988,968

William J. Wheeler		For			34,359,188
		Against			683,375
		Abstain			9,547
		Broker non-votes			2,988,968
Sarah K. Williamson		For			34,805,304
		Against			237,327
		Abstain			9,479
		Broker non-votes			2,988,968

2. The non-binding, advisory vote to approve executive compensation of Evercore’s named executive officers (“say-on-pay”) was approved based upon the following final tabulation of votes:

 

For			32,994,941
Against			2,026,114
Abstain			31,055
Broker non-votes			2,988,968

3. The appointment of Deloitte & Touche LLP as Evercore’s independent registered public accounting firm for 2026 was ratified, based upon the following final tabulation of votes:

 

For			37,463,916
Against			569,791
Abstain			7,371
Broker non-votes			N/A

4. The Fourth Amended and Restated 2016 Evercore Inc. Stock Incentive Plan was approved based on the following final tabulation of votes:

 

For			23,832,129
Against			11,204,040
Abstain			15,941
Broker non-votes			2,988,968

(c) Not applicable.

(d) Not applicable.

 

Item 9.01

Financial Statements and Exhibits.

(d) Exhibits

 

Exhibit No.		Description
10.1		Fourth Amended and Restated 2016 Evercore Inc. Stock Incentive Plan (incorporated by reference from Annex B to Evercore’s definitive proxy statement filed on April 29, 2026)
99.1		Description of the Fourth Amended and Restated 2016 Evercore Inc. Stock Incentive Plan (incorporated by reference from the section entitled “Proposal 4 - Approval of the Fourth Amended and Restated 2016 Evercore Inc. Stock Incentive Plan” in Evercore’s definitive proxy statement filed on April 29, 2026)
104		Cover Page Interactive Data is formatted in Inline XBRL (and contained in Exhibit 101)

 

SIGNATURES

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.

 

Dated: June 12, 2026