Short answer
Valero Energy (VLO) filed an 8-K current report with the SEC on May 8, 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). Eric A. Fisher, Senior Vice President for Product Supply, Trading and Wholesale, plans retirement around July 1, 2026.
Valero Energy 8-K event analysis
AI summary of each reported item and its exhibits
Item 5.02 · Departure/Election of Directors or Officers
- Eric A. Fisher, Senior Vice President for Product Supply, Trading and Wholesale, plans retirement around July 1, 2026
- Interim transition support reduces execution risk across supply, trading and wholesale operations
- Succession-plan transition limits immediate disruption but creates leadership-change exposure in a material operating function
Item 5.07 · Submission of Matters to a Vote of Security Holders
- All 10 director nominees elected through Valero’s 2027 annual meeting, receiving 94.59%–99.55% approval
- Lowest director support: Deborah P. Majoras at 94.59%, still above the majority threshold
- 2025 named-executive-officer compensation approved with 92.23% support, signaling strong shareholder backing
- KPMG LLP ratified as independent auditor for fiscal 2026 with 96.54% support
- 32,350,874 broker non-votes on director and compensation proposals, limiting interpretation of non-management shareholder sentiment
Item 8.01 · Other Events
- $200,000 stock-unit awards granted to each re-elected non-employee director
- Each unit converts into one Valero common share, creating shareholder dilution exposure
- Vesting scheduled for the 2027 annual meeting, followed by a one-year holding period
- Awards represent the equity component of Valero’s director compensation program
Generated from the filing text and exhibits; verify against the original. What 8-K item codes mean
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