Mcgrath Rentcorp
7 nominees · 4 ballot items.
Election of seven directors; approval of amendment and restatement of the 2016 Stock Incentive Plan (2026 Plan) to increase share reserve, update limits and vesting, and extend term; ratification of Grant Thornton LLP as independent auditors; advisory (non-binding) approval of named executive officer compensation.
Follow how the vote landed and what changed on Mcgrath Rentcorp’s board — director track records, governance grades, and ongoing monitoring — on the Boardroom Alpha platform.
On the ballot4
- 1
Election of Directors
ManagementBoard: FORElect seven directors (Nicolas C. Anderson; Kimberly A. Box; Smita Conjeevaram; William J. Dawson; Joseph F. Hanna; Philip B. Hawkins; Bradley M. Shuster) to serve until the 2027 annual meeting.
- 2
Approval of the Amended and Restated 2026 Stock Incentive Plan
ManagementBoard: FORApprove amendment and restatement of the 2016 Stock Incentive Plan as the 2026 Plan to increase authorized shares by 576,108 to 1,000,000, reapprove IRC Section 162(m) criteria, set minimum vesting periods, set annual limits on non-employee director awards, include dividend equivalents, and extend the plan term for ten years.
- 3
Ratification of Selection of Independent Auditors (Grant Thornton LLP
ManagementBoard: FORRatify appointment of Grant Thornton LLP as the company’s independent auditors for the year ending December 31, 2026.
- 4
Advisory (Non-Binding) Vote to Approve Executive Compensation (Say-on-Pay
ManagementBoard: FORNon-binding advisory vote to approve compensation of the company’s named executive officers as disclosed in the proxy statement.
More detail
This is an advisory 'say-on-pay' proposal asking shareholders to approve the compensation of the named executive officers as disclosed in the proxy statement. Management seeks endorsement of its compensation design, which mixes base salary, annual cash bonuses tied primarily to Adjusted EBITDA and personal annual priorities, and long-term equity incentives split between time-based RSUs and performance-based PSUs (measured by three-year ROIC and revenue targets). The Compensation Committee highlights features intended to align pay with performance and limit risk: significant at-risk compensation, capped annual bonus payouts (up to 200%), stock ownership guidelines, compensation recoupment policy, multi-year vesting, independent compensation consultant support, and annual shareholder advisory votes. The board recommends a 'FOR' vote and will consider shareholder feedback; the vote is non-binding and is intended to inform future compensation decisions; management emphasizes prior strong shareholder support (97% in 2025) as validation of current practices.
Nominees on the ballot7
Top institutional holders10
| # | Owner | % of shares | Shares | Value |
|---|---|---|---|---|
| 1 | River Road Asset Management, LLC | 8.8% | 2,160,837 | $238M |
| 2 | VANGUARD PORTFOLIO MANAGEMENT LLC | 5.7% | 1,407,014 | $155M |
| 3 | VANGUARD CAPITAL MANAGEMENT LLC | 4.5% | 1,110,094 | $122M |
| 4 | BlackRock, Inc. | 3.6% | 887,634 | $98M |
| 5 | DIMENSIONAL FUND ADVISORS LP | 3.4% | 843,047 | $93M |
| 6 | Channing Capital Management, LLC | 3.3% | 812,228 | $90M |
| 7 | VICTORY CAPITAL MANAGEMENT INC | 3.3% | 809,924 | $89M |
| 8 | EMINENCE CAPITAL, LPActivist | 3.3% | 805,829 | $89M |
| 9 | BlackRock, Inc. | 3.0% | 736,959 | $81M |
| 10 | STATE STREET CORP | 2.4% | 584,380 | $64M |
Other Industrials sector meetings6
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Frequently asked questions
- When is the Mcgrath Rentcorp 2026 annual meeting?
- Mcgrath Rentcorp (MGRC) holds its 2026 annual shareholder meeting on Wednesday, June 3, 2026.
- What is the record date for the Mcgrath Rentcorp 2026 meeting?
- The record date for the Mcgrath Rentcorp 2026 meeting is Thursday, April 16, 2026. Shareholders of record on or before that date are eligible to vote.
- Who are the director nominees for Mcgrath Rentcorp's 2026 meeting?
- The board is presenting 7 director nominees at the Mcgrath Rentcorp 2026 meeting, listed with their independence status and background.
- What proposals will shareholders vote on at the Mcgrath Rentcorp 2026 meeting?
- Shareholders will vote on 4 proposals at the Mcgrath Rentcorp 2026 meeting, each tagged with who proposed it and the board's recommendation.
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