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AI brief of an SEC Form 8-K · O'Reilly Automotive (ORLY)

O'Reilly Automotive shareholders re-elect nine directors, approve pay and auditor at annual meeting

Neutral Impact 2 of 5 shareholder Written later

At its 2026 Annual Meeting on May 14, 2026, O'Reilly Automotive shareholders elected nine directors to serve until the 2027 annual meeting and approved the 2025 pay of its named executive officers on an advisory basis. Shareholders also ratified Ernst & Young LLP as auditor for fiscal 2026 and rejected a shareholder proposal on corporate political spending. The Board also approved a stock option award for Executive Chairman Greg Henslee with a grant-date fair value of $2 million.

Key points

  • Nine directors elected, including Greg Henslee, David O'Reilly and Maria A. Sastre, each for a term ending at the 2027 annual meeting
  • Advisory say-on-pay vote: 613,777,069 shares for and 53,995,103 against
  • Ernst & Young LLP ratified as independent auditor for the year ending December 31, 2026, with 695,116,311 shares for and 45,241,655 against
  • Political spending shareholder proposal rejected: 292,670,896 shares for and 369,391,768 against

The filing

CompanyO'Reilly Automotive (ORLY)
Form8-K, current report
Filed with the SECMay 18, 2026, 4:36 PM ET
Accession number0000898173-26-000030

Items reported: 5.02 Director / Officer Change5.07 Shareholder Vote Results

Read the filing on SEC.gov ↗

Written by AI on Nov 8, 2026, 1:42 AM ET, from this filing only. Written later: this filing was briefed after the fact, when past filings were added to the site, so the brief may be read with hindsight; the filing itself is the record of what was known on May 18, 2026.

Briefs are written by AI from the filing text and can contain mistakes — open the filing before acting on anything. Impact (1-5) and tone are the AI's reading of the filing for shareholders, not a price forecast. Not investment advice.