8-K current report · filed May 7, 2026

PROG Holdings, Inc. (PRG) 8-K Current Report: May 7, 2026

Item 5.02Item 5.07Item 8.01PRG overviewOriginal on SEC EDGAR

Short answer

PROG Holdings, Inc. (PRG) filed an 8-K current report with the SEC on May 7, 2026 reporting Item 5.02 (Departure/Election of Directors or Officers), Item 5.07 (Submission of Matters to a Vote of Security Holders), Item 8.01 (Other Events). Steven A. Michaels adds Board Chairman role while remaining President and CEO.

PROG Holdings, Inc. 8-K event analysis

AI summary of each reported item and its exhibits

Item 5.02 · Departure/Election of Directors or Officers

  • Steven A. Michaels adds Board Chairman role while remaining President and CEO
  • Ray M. Robinson becomes Lead Independent Director, preserving independent board oversight
  • $5 million restricted-stock-unit grant vests ratably on the third, fourth and fifth anniversaries
  • Award signals retention priority and aligns Michaels’ compensation with long-term shareholder value creation

Item 5.07 · Submission of Matters to a Vote of Security Holders

  • 2026 annual meeting achieved 92% participation, with 36,885,068 of 40,058,369 shares represented
  • All 10 director nominees elected for terms expiring at the 2027 annual meeting
  • Executive compensation advisory vote approved, with 31,949,347 shares voting for
  • Ernst & Young LLP appointment ratified for 2026, with 34,859,061 shares voting for
  • 2015 Equity and Incentive Plan amendment approved, with 31,505,553 shares voting for

Item 8.01 · Other Events

  • Quarterly cash dividend of $0.14 per common share declared
  • Payment scheduled for June 2, 2026
  • Shareholder record date set for May 19, 2026
  • Dividend declaration signals continued shareholder distributions by PROG Holdings

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