8-K – 2026-05-11 – gehc-20260507.htm

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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) May 7, 2026

GE HEALTHCARE TECHNOLOGIES INC.
(Exact name of registrant as specified in its charter)

 
Delaware 001-41528 88-2515116
(State or other jurisdiction
of incorporation) (Commission
 File Number) (IRS Employer
Identification No.)
     
500 W. Monroe Street, Chicago, IL   60661
(Address of principal executive offices)   (Zip Code)
       

(Registrant’s telephone number, including area code) ( 833 ) 735-1139

______________________________________________
(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 (see General Instructions A.2. below):

☐ 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))

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, par value $0.01 per share
GEHC
The Nasdaq Stock Market LLC

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 pursuant to Section 13(a) of the Exchange Act. ☐

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

GE HealthCare Technologies Inc. (the "Company," “we,” or “our") held its annual meeting of stockholders on May 7, 2026. Set forth below are the final voting results for each of the matters submitted to a vote of the stockholders. For more information about the proposals set forth below, please see our definitive proxy statement filed with the U.S. Securities and Exchange Commission on March 19, 2026.

1. Our stockholders elected eight directors to each serve a one-year term until our 2027 annual meeting of stockholders or until his or her successor has been elected and qualified, based on the following voting results:

Nominee Votes For Votes Against Abstentions Broker Non-Votes
Peter J. Arduini 363,637,737 735,813 494,638 34,599,625
H. Lawrence Culp, Jr. 351,620,004 12,409,707 838,477 34,599,625
Rodney F. Hochman 360,969,846 3,400,154 498,188 34,599,625
Catherine Lesjak 362,377,938 2,071,223 419,027 34,599,625
Kevin A. Lobo 332,339,981 32,058,693 469,514 34,599,625
Anne T. Madden 361,399,817 2,837,076 631,295 34,599,625
William J. Stromberg 361,023,279 3,319,101 525,808 34,599,625
Phoebe L. Yang 361,640,539 2,588,148 639,501 34,599,625

2.    Our stockholders approved our named executive officers’ compensation in an advisory vote, based on the following voting results:

Votes For Votes Against Abstentions Broker Non-Votes
351,099,781 12,973,200 795,207 34,599,625

3.    Our stockholders ratified the appointment of Deloitte & Touche LLP as our independent auditor for the fiscal year ending December 31, 2026, based on the following voting results:

Votes For Votes Against Abstentions Broker Non-Votes
398,257,878 769,608 440,327 —

Item 8.01 Other Events.

Effective as of May 7, 2026, the Company’s Board of Directors (the "Board") appointed Rodney F. Hochman as the Board's independent lead director and appointed Anne T. Madden as chairperson of the Nominating and Governance Committee of the Board.

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.

    GE HealthCare Technologies Inc.
    (Registrant)

     
 
 
Date: May 11, 2026
  /s/ Frank R. Jimenez
    Frank R. Jimenez, General Counsel and Corporate Secretary (authorized signatory)