Independent
Tenure on this board
1.8 yrs
Also a director at
Vertiv Holdings Co (VRT)Resolute Holdings Management Inc (RHLD)
Meeting calendar
GPGI · Annual meeting · Thursday, June 11, 2026
Gpgi Inc
4 nominees · 4 ballot items.
Elect four Class II directors; advisory approval of 2025 executive compensation (say-on-pay); advisory vote on frequency of future say-on-pay votes; ratify Ernst & Young LLP as independent auditor for 2026.
Market cap
$4.2B
1Y TSR
+3.7%
Board grade
C+
Record date
Apr 15, 2026
Filing
DEF 14A
Meeting concluded · Jun 11, 2026
Follow how the vote landed and what changed on Gpgi Inc’s board — director track records, governance grades, and ongoing monitoring — on the Boardroom Alpha platform.
Proposals
On the ballot4
- 1
Election of Class II Directors
ManagementBoard: FORElect four Class II directors (Joseph J. DeAngelo, Brian F. Hughes, Mark R. James, Thomas R. Knott) to serve until the 2029 annual meeting.
- 2
Say-on-Pay Proposal
ManagementBoard: FORNon-binding advisory vote to approve the 2025 compensation of the company’s named executive officers as disclosed in the proxy statement.
More detail
The Say-on-Pay Proposal requests an advisory, non-binding shareholder vote to approve the Company’s 2025 named executive officer compensation as disclosed in the proxy materials, including the CD&A and compensation tables. Management frames this program as aligning executives with shareholders through a pay-for-performance structure emphasizing variable compensation: annual cash incentives tied to Adjusted EBITDA and free cash flow and long-term equity awards (RSUs and options) with multi-year vesting schedules. The Compensation Committee describes rigorous governance processes including use of an independent compensation consultant, clawback policy, stock ownership guidelines, and compensation recoupment rules, and notes the vote is non-binding but will be considered in future compensation decisions. Key context includes recent corporate transactions (a spin-off and a large acquisition), significant equity grants to executives in 2025, and change in CEO during 2026, which may affect perceptions of compensation alignment and retention. The Board recommends a FOR vote, arguing the program aligns pay with performance and helps attract and retain talent while balancing short- and long-term incentives. Considerations for analysts include the size and structure of equity awards, severance and transition arrangements for departing executives, and the company’s governance changes post-transaction that affect incentives and monitoring.
- 3
Say-on-Frequency Proposal
ManagementBoard: FORNon-binding advisory vote to select whether future say-on-pay votes should occur every one, two or three years; board recommends 'ONE YEAR'.
More detail
The Say-on-Frequency Proposal asks shareholders, in a non-binding advisory vote, to choose whether future advisory votes on executive compensation should occur every one, two, or three years. Management recommends an annual ('ONE YEAR') frequency, arguing this interval provides the most timely and regular feedback loop between shareholders and the Board/Compensation Committee, enabling more responsive adjustments to executive compensation programs following shareholder input. The motion is advisory and non-binding, but the Board intends to consider the result when setting future practice. Context: this is the Company’s first say-on-frequency vote following its loss of 'emerging growth company' status and recent corporate transactions; the Board emphasizes ongoing engagement and governance improvements. The Board’s recommendation reflects a governance posture favoring frequent accountability in the wake of recent leadership and structural changes.
- 4
Auditor Ratification Proposal
ManagementBoard: FORRatify appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for 2026.
Director elections
Nominees on the ballot4
Independent
Tenure on this board
4.6 yrs
Also a director at
Bentley Systems Inc (BSY)Resolute Holdings Management Inc (RHLD)
Independent
Tenure on this board
1.8 yrs
Also a director at
Resolute Holdings Management Inc (RHLD)
Not independent
Tenure on this board
1.8 yrs
Also a director at
Resolute Holdings Management Inc (RHLD)
Ownership
Latest 13F quarterTop institutional holders10
| # | Owner | % of shares | Shares | Value |
|---|---|---|---|---|
| 1 | Platinum Equity Advisors, LLC/DE | 18.2% | 52,829,757 | $903M |
| 2 | FMR LLC | 9.8% | 28,288,797 | $484M |
| 3 | Alyeska Investment Group, L.P. | 7.4% | 21,395,253 | $366M |
| 4 | LOCUST WOOD CAPITAL ADVISERS, LLC | 4.7% | 13,696,778 | $234M |
| 5 | Capital Research Global Investors | 3.9% | 11,260,713 | $193M |
| 6 | CORSAIR CAPITAL MANAGEMENT, L.P. | 2.9% | 8,465,789 | $145M |
| 7 | VANGUARD PORTFOLIO MANAGEMENT LLC | 2.9% | 8,270,457 | $141M |
| 8 | VANGUARD CAPITAL MANAGEMENT LLC | 2.7% | 7,720,738 | $132M |
| 9 | BlackRock, Inc. | 2.5% | 7,200,140 | $123M |
| 10 | FMR LLC | 2.0% | 5,741,448 | $98M |
Peers
Nearest market capOther Industrials sector meetings6
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Reference
Frequently asked questions
- When is the Gpgi Inc 2026 annual meeting?
- Gpgi Inc (GPGI) holds its 2026 annual shareholder meeting on Thursday, June 11, 2026.
- What is the record date for the Gpgi Inc 2026 meeting?
- The record date for the Gpgi Inc 2026 meeting is Wednesday, April 15, 2026. Shareholders of record on or before that date are eligible to vote.
- Who are the director nominees for Gpgi Inc's 2026 meeting?
- The board is presenting 4 director nominees at the Gpgi Inc 2026 meeting, listed with their independence status and background.
- What proposals will shareholders vote on at the Gpgi Inc 2026 meeting?
- Shareholders will vote on 4 proposals at the Gpgi Inc 2026 meeting, each tagged with who proposed it and the board's recommendation.
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