Cannae Holdings Inc
4 nominees · 3 ballot items.
Shareholders will elect four directors, approve on an advisory basis the 2025 compensation of named executive officers, and ratify Grant Thornton LLP as the independent registered public accounting firm for fiscal 2026.
On the ballot3
- 1
Election of Four Directors
ManagementBoard: FORElect Hugh R. Harris, C. Malcolm Holland, Mark D. Linehan, and Woodrow Tyler to serve one-year terms ending at the 2027 annual meeting of shareholders.
- 2
Advisory Vote on Executive Compensation
ManagementBoard: FORApprove, on a non-binding advisory basis, the compensation paid to the Company’s named executive officers as disclosed in the proxy statement, including the Compensation Discussion and Analysis, the 2025 Summary Compensation Table, and related disclosures.
More detail
Proposal 2 asks shareholders to approve, on a non-binding advisory basis, the compensation paid to Cannae’s named executive officers for 2025. The resolution covers the compensation disclosures in the proxy statement, including the Compensation Discussion and Analysis, the executive compensation tables, and related disclosures. The vote does not approve any particular pay element and does not bind the Company, the Board, or the Compensation Committee. The Board is seeking approval to obtain shareholder feedback and to support its compensation philosophy and program. Cannae states that its program emphasizes pay for performance, long-term equity incentives, retention, and alignment with shareholder returns. The Company reports that it terminated its external management structure in May 2025 and shifted toward a traditional salary, discretionary bonus, and time-based equity model. It also highlights reductions in executive compensation and changes made in response to shareholder engagement and the prior year’s rejected say-on-pay vote. The 2025 vote was opposed by 51.8% of votes cast, and management identifies executive compensation quantum as the principal shareholder concern. The Board recommends voting FOR because it believes the revised program is responsive to that feedback, supports strategic execution, and better aligns executive incentives with long-term shareholder value.
- 3
Ratification of Grant Thornton LLP as Independent Registered Public Accounting Firm
ManagementBoard: FORRatify the Audit Committee’s appointment of Grant Thornton LLP as the Company’s independent registered public accounting firm for fiscal 2026.
Nominees on the ballot4
Top institutional holders10
| # | Owner | % of shares | Shares | Value |
|---|---|---|---|---|
| 1 | CARRONADE CAPITAL MANAGEMENT, LP | 7.4% | 3,230,148 | $47M |
| 2 | Newtyn Management, LLC | 7.3% | 3,169,631 | $46M |
| 3 | PRIVATE MANAGEMENT GROUP INC | 5.5% | 2,404,943 | $35M |
| 4 | River Road Asset Management, LLC | 4.4% | 1,915,746 | $28M |
| 5 | VANGUARD CAPITAL MANAGEMENT LLC | 3.8% | 1,664,211 | $24M |
| 6 | BlackRock, Inc. | 3.8% | 1,660,463 | $24M |
| 7 | BlackRock, Inc. | 3.7% | 1,609,204 | $23M |
| 8 | Saba Capital Management, L.P.Activist | 3.6% | 1,582,225 | $23M |
| 9 | STATE STREET CORP | 3.3% | 1,419,825 | $20M |
| 10 | STATE OF WISCONSIN INVESTMENT BOARD | 3.0% | 1,319,820 | $19M |
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Frequently asked questions
- When is the Cannae Holdings Inc 2026 annual meeting?
- Cannae Holdings Inc (CNNE) holds its 2026 annual shareholder meeting on Friday, December 11, 2026.
- What is the record date for the Cannae Holdings Inc 2026 meeting?
- The record date for the Cannae Holdings Inc 2026 meeting is Tuesday, October 27, 2026. Shareholders of record on or before that date are eligible to vote.
- Who are the director nominees for Cannae Holdings Inc's 2026 meeting?
- The board is presenting 4 director nominees at the Cannae Holdings Inc 2026 meeting, listed with their independence status and background.
- What proposals will shareholders vote on at the Cannae Holdings Inc 2026 meeting?
- Shareholders will vote on 3 proposals at the Cannae Holdings Inc 2026 meeting, each tagged with who proposed it and the board's recommendation.
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