Boardroom Alpha
Meeting calendar
GVA · Annual meeting · Thursday, June 4, 2026

Granite Construction Inc

3 nominees · 3 ballot items.

Elect three directors for terms expiring 2029; advisory vote to approve executive compensation (Say-on-Pay); ratify PricewaterhouseCoopers LLP as independent registered public accounting firm for fiscal 2026.

Market cap
$5.4B
1Y TSR
+52.7%
Board grade
B
Record date
Apr 10, 2026
Filing
DEF 14A
Meeting concluded · Jun 4, 2026

Follow how the vote landed and what changed on Granite Construction Inc’s board — director track records, governance grades, and ongoing monitoring — on the Boardroom Alpha platform.

Proposals

On the ballot3

  1. 1

    Election of Directors

    ManagementBoard: FOR

    Elect three nominees—Carlos M. Hernandez, Celeste B. Mastin, and Kyle T. Larkin—to the Board for terms expiring at the 2029 annual meeting.

  2. 2

    Advisory Vote on Executive Compensation

    ManagementBoard: FOR

    Non-binding, annual 'Say on Pay' advisory vote to approve the compensation of the Company's Named Executive Officers as disclosed in the proxy statement.

    More detail

    The proposal requests a non-binding advisory approval of the company’s Named Executive Officers’ compensation as disclosed in the proxy. Management seeks shareholder endorsement of its pay-for-performance compensation program, which includes base salary, annual incentives tied to EBITDA, operating cash flow and safety multipliers, and long-term incentives tied to relative TSR and RONA with both performance and time-based RSUs. The board recommends approval, arguing the program aligns pay with performance, is competitive with peer market practices, includes risk-mitigating features such as caps and clawback policy, and that prior say-on-pay votes (approx. 95% approval in 2024) support current compensation practices. A sophisticated evaluation should weigh the strength of the company’s disclosed metrics and outcomes (notably robust TSR and RONA payouts for recent cycles), potential governance concerns (CEO also up for election; insider influence), and whether disclosed adjustments to performance measures (exclusions for legal fees, acquisitions) materially affect pay outcomes.

  3. 3

    Ratification of Independent Registered Public Accounting Firm

    ManagementBoard: FOR

    Ratify the Audit/Compliance Committee's appointment of PricewaterhouseCoopers LLP as Granite's independent registered public accounting firm for fiscal year ending December 31, 2026.

Director elections

Nominees on the ballot3

Independent
Tenure on this board
9.4 yrs
Also a director at
Fuller H B Co (FUL)
Ownership

Top institutional holders10

Latest 13F quarter
1BlackRock, Inc.10.6%4,628,611$555M
2FMR LLC5.9%2,586,216$310M
3VANGUARD PORTFOLIO MANAGEMENT LLC5.5%2,401,524$288M
4STATE STREET CORP5.1%2,244,755$269M
5VANGUARD CAPITAL MANAGEMENT LLC4.5%1,952,910$234M
6FIRST TRUST ADVISORS LP3.2%1,395,296$167M
7FMR LLC3.2%1,380,793$166M
8BlackRock, Inc.2.9%1,263,339$151M
9FRONTIER CAPITAL MANAGEMENT CO LLC2.7%1,187,736$142M
10MILLENNIUM MANAGEMENT LLC2.7%1,159,390$139M
Filings

Recent key filings

Periodic reports
Definitive proxies
Reference

Frequently asked questions

When is the Granite Construction Inc 2026 annual meeting?
Granite Construction Inc (GVA) holds its 2026 annual shareholder meeting on Thursday, June 4, 2026.
What is the record date for the Granite Construction Inc 2026 meeting?
The record date for the Granite Construction Inc 2026 meeting is Friday, April 10, 2026. Shareholders of record on or before that date are eligible to vote.
Who are the director nominees for Granite Construction Inc's 2026 meeting?
The board is presenting 3 director nominees at the Granite Construction Inc 2026 meeting, listed with their independence status and background.
What proposals will shareholders vote on at the Granite Construction Inc 2026 meeting?
Shareholders will vote on 3 proposals at the Granite Construction Inc 2026 meeting, each tagged with who proposed it and the board's recommendation.
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