Allison Transmission Shareholders Approve Board, Auditor and Executive Pay at Annual Meeting

Key Points

• Allison Transmission shareholders approved all three management proposals at its 2026 Annual Meeting, including the election of nine directors, ratification of the independent auditor, and a non-binding advisory vote on executive pay.
• The board nominees were elected to one-year terms ending at the 2027 annual meeting, with each director receiving more votes in favor than against.
• Shareholders also ratified PricewaterhouseCoopers LLP as the company’s independent auditor for 2026 and approved executive compensation in the advisory vote.

Allison Transmission NYSE: ALSN held its 2026 Annual Meeting of Stockholders virtually, with shareholders approving all three proposals presented at the meeting, including the election of nine directors, the ratification of the company’s independent auditor and an advisory vote on executive compensation.

David Graziosi, chair, president and chief executive officer of Allison Transmission Holdings Inc., opened the meeting and welcomed stockholders, directors and members of senior management. The company said the meeting was recorded and that stockholders had the opportunity to submit text questions through the virtual meeting platform.

Board nominees elected for one-year terms

Stockholders elected nine directors to serve one-year terms expiring at the 2027 Annual Meeting of Stockholders. The nominees were Judy Altmaier, D. Scott Barbour, Philip J. Christman, David C. Everitt, David Graziosi, Carolann Haznedar, Sasha Ostojic, Gustave Perna and Krishna Shivram.

Preston Ray, deputy chief legal officer and secretary of Allison Transmission Holdings Inc., said preliminary voting results showed each director nominee received more votes in favor of election than against. The company noted that no advance notice had been received from stockholders seeking to nominate additional director candidates by the deadline set in the proxy statement.

PwC ratified as independent auditor

Shareholders also ratified the appointment of PricewaterhouseCoopers LLP as Allison Transmission’s independent registered public accounting firm for 2026. Kelly Markoski of PwC attended the meeting, according to the company.

Ray said the auditor ratification proposal was approved by the affirmative vote of holders of a majority in voting power of the votes cast, excluding abstentions and broker non-votes.

Executive compensation approved in advisory vote

The third item of business was a non-binding advisory vote on the compensation paid to the company’s named executive officers, as disclosed in the proxy statement under Securities and Exchange Commission compensation disclosure rules.

Ray said stockholders approved the executive compensation proposal by the affirmative vote of holders of a majority in voting power of the votes cast, excluding abstentions and broker non-votes.

Quorum and voting details

Ray reported that Broadridge Financial Services, the company’s distribution agent, provided an affidavit stating that proxy materials were mailed beginning March 25, 2026, to stockholders of record as of March 9, 2026. He said 83,129,419 shares of common stock were entitled to vote on all matters presented at the meeting.

Ray certified that holders of more than 50% of all votes entitled to be cast were present in person or by proxy, establishing a quorum. Gene Capello of C.T. Hagberg & Associates, LLC served as inspector of election for the meeting.

The company said it expects to report the final voting results on a Form 8-K to be filed with the SEC within four business days of the meeting. After the formal business was adjourned, the company opened the floor for stockholder questions, but no questions were submitted.

About Allison Transmission NYSE: ALSN

Allison Transmission Holdings Inc is a global designer, manufacturer and seller of fully automatic transmissions and hybrid propulsion systems for commercial duty vehicles and off-highway equipment. The company's products are engineered to improve fuel efficiency, reduce emissions and enhance performance across a broad range of industries. Allison's core transmission portfolio serves applications such as on-highway trucks and buses, medium- and heavy-duty commercial vehicles, and military ground vehicles.

In addition to conventional automatic transmissions, Allison offers advanced hybrid systems that integrate electric motors with mechanical transmission components.

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