PGY 8-K
Pagaya Technologies Ltd. (PGY)
8-K
2026-08-18
For: 2026-08-17
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Added on
August 18, 2026
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of report (Date of earliest event reported): August 17, 2026
Commission File Number: 001-41430
(Exact name of registrant as specified in its charter)
| (State or other jurisdiction of incorporation or organization) | (I.R.S. Employer Identification No.) | ||||||||||||||||||||||||||||||||||
| (Address of principal executive offices) | (Zip Code) | ||||||||||||||||||||||||||||||||||
(646 ) 710-7714
(Registrant's telephone number, including area code)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||||||||||||
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
5.07 Submission of Matters to a Vote of Security Holders.
The Company held its Annual General Meeting of Shareholders on August 17, 2026. Below are the final voting results. For more information on the following proposals, see the Company’s Proxy Statement dated July 6, 2026.
(1)ELECTION OF DIRECTORS
| DIRECTOR NOMINEE | FOR | AGAINST | ABSTAIN | BROKER NON-VOTES | ||||||||||
| Gal Krubiner | 130,371,453 | 342,907 | 64,491 | 22,265,220 | ||||||||||
| Avital Pardo | 130,265,581 | 448,680 | 64,590 | 22,265,220 | ||||||||||
| Yahav Yulzari | 130,260,031 | 454,687 | 64,133 | 22,265,220 | ||||||||||
| Avi Zeevi | 120,658,756 | 9,904,259 | 215,836 | 22,265,220 | ||||||||||
| Alison Davis | 130,356,667 | 358,442 | 63,742 | 22,265,220 | ||||||||||
| Jason Gardner | 129,892,670 | 820,150 | 66,031 | 22,265,220 | ||||||||||
| Harvey Golub | 130,085,632 | 626,491 | 66,728 | 22,265,220 | ||||||||||
| Asheet Mehta | 130,312,027 | 386,855 | 79,969 | 22,265,220 | ||||||||||
| Dan Petrozzo | 130,391,236 | 305,678 | 81,937 | 22,265,220 | ||||||||||
| Tami Rosen | 128,442,201 | 2,271,173 | 65,477 | 22,265,220 | ||||||||||
(2)RE-APPOINTMENT OF THE COMPANY’S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
| FOR | 152,794,384 | ||||
| AGAINST | 175,272 | ||||
| ABSTAIN | 74,415 | ||||
(3)APPROVAL, ON AN ADVISORY (NON-BINDING) BASIS, OF THE COMPENSATION OF THE COMPANY’S NAMED EXECUTIVE OFFICERS
| FOR | 127,798,789 | ||||
| AGAINST | 2,848,649 | ||||
| ABSTAIN | 131,413 | ||||
| BROKER NON-VOTES | 22,265,220 | ||||
(4)APPROVAL OF THE 2026 BONUS CALCULATION FRAMEWORK FOR THE COMPANY’S MANAGEMENT DIRECTORS
The voting results for Items 4(a) and 4(b) reflect the Special Majority (as defined in the Proxy Statement).
(a)Mr. Krubiner
| FOR | 81,667,434 | ||||
| AGAINST | 2,547,090 | ||||
| ABSTAIN | 132,911 | ||||
| BROKER NON-VOTES | 22,265,220 | ||||
(b)Mr. Pardo and Mr. Yulzari
| FOR | 61,004,213 | ||||
| AGAINST | 2,647,592 | ||||
| ABSTAIN | 133,016 | ||||
| BROKER NON-VOTES | 22,265,220 | ||||
(5)RATIFICATION OF PRIOR COMPENSATION ACTIONS FOR THE COMPANY’S MANAGEMENT DIRECTORS
The voting results for Items 5(a), 5(b) and 5(c) reflect the Special Majority (as defined in the Proxy Statement).
(a)Mr. Krubiner
| FOR | 80,547,731 | ||||
| AGAINST | 3,670,583 | ||||
| ABSTAIN | 129,121 | ||||
| BROKER NON-VOTES | 22,265,220 | ||||
(b)Mr. Pardo and Mr. Yulzari
| FOR | 59,874,550 | ||||
| AGAINST | 3,822,490 | ||||
| ABSTAIN | 87,781 | ||||
| BROKER NON-VOTES | 22,265,220 | ||||
(c)Ms. Rosen
| FOR | 126,561,259 | ||||
| AGAINST | 4,083,432 | ||||
| ABSTAIN | 86,672 | ||||
| BROKER NON-VOTES | 22,265,220 | ||||
(6)APPROVAL OF THE COMPENSATION FOR THE COMPANY’S MANAGEMENT DIRECTORS FOR THE YEARS 2027-2029
The voting results for Items 6(a) and 6(b) reflect the Special Majority (as defined in the Proxy Statement).
(a)Mr. Krubiner
| FOR | 81,347,768 | ||||
| AGAINST | 2,851,737 | ||||
| ABSTAIN | 147,930 | ||||
| BROKER NON-VOTES | 22,265,220 | ||||
(b)Mr. Pardo and Mr. Yulzari
| FOR | 60,734,676 | ||||
| AGAINST | 2,897,928 | ||||
| ABSTAIN | 152,217 | ||||
| BROKER NON-VOTES | 22,265,220 | ||||
(7)APPROVAL OF CERTAIN CHANGES TO THE CASH COMPENSATION FOR THE COMPANY’S NON-EMPLOYEE DIRECTORS
| FOR | 130,171,492 | ||||
| AGAINST | 439,384 | ||||
| ABSTAIN | 167,975 | ||||
| BROKER NON-VOTES | 22,265,220 | ||||
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| PAGAYA TECHNOLOGIES LTD. | ||||||||
| Date: August 18, 2026 | By: | /s/ Gal Krubiner | ||||||
| Name: | Gal Krubiner | |||||||
| Title: | Chief Executive Officer | |||||||