Starbucks Corporation filed SEC Form 8-K: Submission of Matters to a Vote of Security Holders
$SBUX
Restaurants
Consumer Discretionary
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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): March 25, 2026
(Exact name of registrant as specified in its charter)
(State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) | ||||||
(Address of principal executive offices) (Zip Code)
(206 ) 447-1575
(Registrant’s telephone number, including area code)
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:
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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 ☐
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Item 5.07 Submission of Matters to a Vote of Security Holders.
On March 25, 2026, Starbucks Corporation (the “Company”) held its 2026 Annual Meeting of Shareholders (the “Annual Meeting”). The matters submitted to a vote at the Annual Meeting and the voting results of such matters are as follows:
Proposal 1 - Election of Directors
The Company’s shareholders elected each of the eleven directors nominated by the Company’s Board of Directors to serve until the 2027 Annual Meeting of Shareholders or until their successors are duly elected and qualified. The following is a breakdown of the voting results:
| Name of Nominee | For | Against | Withheld | Broker Non-Votes | ||||||||||
| Ritch Allison | 846,955,724 | 28,832,837 | 1,081,482 | 127,972,619 | ||||||||||
| Andy Campion | 764,749,951 | 110,976,652 | 1,143,440 | 127,972,619 | ||||||||||
| Beth Ford | 808,145,942 | 66,979,908 | 1,744,193 | 127,972,619 | ||||||||||
| Jørgen Vig Knudstorp | 828,586,462 | 46,185,327 | 2,098,254 | 127,972,619 | ||||||||||
| Marissa Mayer | 867,967,230 | 7,925,365 | 977,448 | 127,972,619 | ||||||||||
| Neal Mohan | 865,313,815 | 10,401,952 | 1,154,276 | 127,972,619 | ||||||||||
| Dambisa Moyo | 864,744,438 | 11,015,863 | 1,109,742 | 127,972,619 | ||||||||||
| Brian Niccol | 830,353,482 | 43,094,658 | 3,421,903 | 127,972,619 | ||||||||||
| Daniel Servitje | 841,710,171 | 33,992,034 | 1,167,838 | 127,972,619 | ||||||||||
| Mike Sievert | 863,809,451 | 11,894,524 | 1,166,068 | 127,972,619 | ||||||||||
| Wei Zhang | 855,876,306 | 19,854,913 | 1,138,824 | 127,972,619 | ||||||||||
Proposal 2 - Advisory Resolution on Executive Compensation
At the Annual Meeting, the shareholders approved, on a nonbinding, advisory basis, the compensation paid to the Company’s named executive officers. The following is a breakdown of the voting results:
| For | Against | Abstain | Broker Non-Votes | ||||||||
| 774,932,476 | 99,362,557 | 2,575,010 | 127,972,619 | ||||||||
Proposal 3 - Ratification of the Selection of Deloitte & Touche LLP as the Company’s Independent Registered Public Accounting Firm for Fiscal Year 2026
At the Annual Meeting, the shareholders approved the ratification of the selection of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the fiscal year ending September 27, 2026. The following is a breakdown of the voting results:
| For | Against | Abstain | Broker Non-Votes | ||||||||
| 965,325,253 | 38,304,225 | 1,213,184 | —— | ||||||||
Proposal 4 - Shareholder Proposal Requesting Supermajority Shareholder Voting Requirements be Replaced with Majority Voting Requirements
At the Annual Meeting, the shareholders approved a shareholder proposal requesting supermajority shareholder voting requirements be replaced with majority voting requirements. The following is a breakdown of the voting results:
| For | Against | Abstain | Broker Non-Votes | ||||||||
| 823,985,324 | 17,573,051 | 30,866,556 | 132,323,108 | ||||||||
Proposal 5 - Shareholder Proposal Requesting Adoption of an Independent Board Chair Policy
At the Annual Meeting, the shareholders did not approve a shareholder proposal requesting adoption of an independent board chair policy. The following is a breakdown of the voting results:
| For | Against | Abstain | Broker Non-Votes | ||||||||
| 107,793,749 | 763,797,502 | 5,278,792 | 127,972,619 | ||||||||
Proposal 6 - Shareholder Proposal Requesting a Report on the Company’s Apparent Exclusion of Detransitioning in its Healthcare Coverage
At the Annual Meeting, the shareholders did not approve a shareholder proposal requesting a report on the Company’s apparent exclusion of detransitioning in its healthcare coverage. The following is a breakdown of the voting results:
| For | Against | Abstain | Broker Non-Votes | ||||||||
| 8,169,593 | 861,170,343 | 7,530,107 | 127,972,619 | ||||||||
Proposal 7 - Shareholder Proposal Requesting a Report on Median Compensation and Benefits Gaps as They Address Reproductive and Gender Dysphoria Care
At the Annual Meeting, the shareholders did not approve a shareholder proposal requesting a report on median compensation and benefits gaps as they address reproductive and gender dysphoria care. The following is a breakdown of the voting results:
| For | Against | Abstain | Broker Non-Votes | ||||||||
| 5,153,879 | 864,501,617 | 7,214,547 | 127,972,619 | ||||||||
Proposal 8 - Shareholder Proposal Requesting a Report on the Company’s Use of Diagnostic Tools Created by Politicized Corporate Partners
At the Annual Meeting, the shareholders did not approve a shareholder proposal requesting a report on the Company’s use of diagnostic tools created by politicized corporate partners. The following is a breakdown of the voting results:
| For | Against | Abstain | Broker Non-Votes | ||||||||
| 6,335,450 | 863,459,994 | 7,074,599 | 127,972,619 | ||||||||
Proposal 9 - Shareholder Proposal Requesting a Report on the Risks of the Company Excluding Religious Charities from its Employee-Gift Match Program
At the Annual Meeting, the shareholders did not approve a shareholder proposal requesting a report on the risks of the Company excluding religious charities from its employee-gift match program. The following is a breakdown of the voting results:
| For | Against | Abstain | Broker Non-Votes | ||||||||
| 5,749,240 | 864,268,337 | 6,852,466 | 127,972,619 | ||||||||
The above proposals are further described in the Company’s definitive proxy statement on Schedule 14A filed with the U.S. Securities and Exchange Commission on January 26, 2026.
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.
| STARBUCKS CORPORATION | ||||||||||||||
| Dated: | March 30, 2026 | |||||||||||||
| By: | /s/ Joshua C. Gaul | |||||||||||||
| Joshua C. Gaul | ||||||||||||||
| vice president, assistant general counsel and corporate secretary | ||||||||||||||