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8-K

Service Corp International (SCI)

8-K 2026-05-08 For: 2026-05-06
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION<br><br>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) May 6, 2026
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SCI_Logo_Icon_Symbol_RGB_Black.jpg

Service Corporation International
(Exact name of registrant as specified in its charter) Texas 1-6402-1 74-1488375
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(State or other jurisdiction<br><br>of incorporation) (Commission<br><br>File Number) (I.R.S. Employer<br><br>Identification No.) 1929 Allen Parkway Houston Texas 77019
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(Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code (713) 522-5141
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(Former name or former address, if changed since last report.) 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:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). ☐ 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. ☐

Securities registered pursuant to Section 12(b) of the Act:

Title of each class Trading Symbol(s) Name of each exchange on which registered
Common Stock ($1 par value) SCI New York Stock Exchange

Item 5.07 Submission of Matters to a Vote of Security Holders

On May 6, 2026, Service Corporation International held an annual meeting of shareholders and the shareholders voted on the proposals as set forth below.

Proposal 1:    Election of Directors

The shareholders cast their votes as follows and elected nine directors.

Nominee Votes For Votes Against Abstentions Broker Non-Votes
Anthony L. Coehlo 98,199,307 25,444,237 73,448 6,558,196
Jakki L. Haussler 123,023,561 615,314 78,117 6,558,196
Thad Hill 123,109,025 525,195 82,772 6,558,196
Carl Loredo 123,277,955 345,369 93,668 6,558,196
Victor L. Lund 98,282,400 25,345,115 89,477 6,558,196
Ellen Ochoa 117,414,529 6,226,959 75,504 6,558,196
Thomas L. Ryan 114,219,935 9,417,179 79,878 6,558,196
C. Park Shaper 101,909,070 21,717,269 90,653 6,558,196
Sara Martinez Tucker 102,150,006 21,472,984 94,002 6,558,196
Marcus A. Watts (1) 53,755,105 69,766,225 195,662 6,558,196

(1)    The Company and its directors take the shareholder concerns expressed in the vote seriously. The Nominating and Corporate Governance Committee of the Board will carefully consider the failure to meet the majority vote requirement through the process set forth in Section 3.4 of the Company’s Corporate Governance Guidelines. The Committee will make a recommendation to the Board regarding any action to be taken in relation to its findings. The Board will act on the Committee’s recommendation and publicly disclose its determination following completion of its review.

Proposal 2:    Approval of the Selection of PricewaterhouseCoopers LLP as the Company's Registered Public Accounting Firm for Fiscal 2026

The shareholders approved the proposal by casting their votes as follows.

Votes For Votes Against Abstentions Broker Non-Votes
115,572,960 12,441,106 2,261,122 -0-

Proposal 3:    Advisory Vote to Approve Named Executive Officer Compensation

The shareholders approved the proposal by casting their votes as follows.

Votes For Votes Against Abstentions Broker Non-Votes
110,091,645 13,401,181 224,166 6,558,196

Proposal 4:    Approval of an Amendment to the Articles of Incorporation and Bylaws to Reduce the Minimum Required Number of Directors

The shareholders approved the proposal by casting their votes as follows.

Votes For Votes Against Abstentions Broker Non-Votes
126,961,652 3,185,842 127,694 -0-

Proposal 5: Approval of an Amendment to the Articles of Incorporation and Bylaws to Permit the Board to Increase the Number of Directors and Fill Newly Created Vacancies to the Board

The shareholders approved the proposal by casting their votes as follows.

Votes For Votes Against Abstentions Broker Non-Votes
118,334,995 5,268,593 113,404 6,558,196

Proposal 6: Approval of an Amendment to the Articles of Incorporation to Limit the Liability of Officers as Permitted by Law

The shareholders voted on the proposal as follows, which was not approved.

Votes For Votes Against Abstentions Broker Non-Votes
64,416,129 59,078,798 222,065 6,558,196

Proposal 7: Approval of the 2026 Equity Incentive Plan

The shareholders approved the proposal by casting their votes as follows.

Votes For Votes Against Abstentions Broker Non-Votes
96,441,567 27,020,952 254,473 6,558,196

Signature

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.

May 7, 2026 SERVICE CORPORATION INTERNATIONAL
By: /s/ ERIC D. TANZBERGER
Eric D. Tanzberger<br><br>Executive Vice President<br><br>Chief Financial Officer