intu-20260122 0000896878 false 0000896878 2026-01-22 2026-01-22 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): January 22, 2026 INTUIT INC. (Exact Name of Registrant as Specified in its Charter) Delaware 000-21180 77-0034661 (State or other Jurisdiction of Incorporation) (Commission File Number) (I.R.S. Employer Identification No.) 2700 Coast Avenue , Mountain View , CA 94043 (Address of principal executive offices, including zip code) (650)   944-6000 (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: ☐ 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 Name of Exchange on Which Registered   Common Stock, $0.01 par value INTU Nasdaq Global Select Market 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. ¨ ITEM 5.02 DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORY ARRANGEMENTS OF CERTAIN OFFICERS. On January 22, 2026, the Board of Directors (the "Board") of Intuit Inc. (the "Company") approved an amended Non-Employee Director Compensation Program, effective January 22, 2026, which is attached to this Report as Exhibit 99.01. ITEM 5.07 SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS. On January 22, 2026, the Company held its Annual Meeting of Stockholders (the "Meeting"). At the Meeting, stockholders: 1. Elected eleven persons to serve as directors of the Company; 2. Approved, on an advisory basis, the Company’s executive compensation; 3. Ratified the selection of Ernst & Young LLP to serve as the independent registered public accounting firm for the fiscal year ending July 31, 2026; and 4. Did not approve a stockholder proposal requesting the Company's Board issue a report on the return on investment of the Company's diversity and inclusion programs Set forth below are the number of votes cast for or against, the number of abstentions, and the number of any broker non-votes with respect to each proposal, which is described in detail in the Company's definitive proxy statement filed with the Securities and Exchange Commission on November 26, 2025. 1. Election of Directors Nominee For Against Abstain Broker Non-Votes Eve Burton 230,465,421  1,229,574  179,853  17,178,505  Scott D. Cook 229,987,656  1,726,962  160,230  17,178,505  Richard L. Dalzell 229,438,975  2,236,248  199,625  17,178,505  Sasan K. Goodarzi 220,456,651  9,609,358  1,808,839  17,178,505  Deborah Liu 218,636,792  12,787,130  450,926  17,178,505  Tekedra Mawakana 226,559,289  4,993,755  321,804  17,178,505  Forrest Norrod 225,928,435  5,428,328  518,085  17,178,505  Vasant Prabhu 231,280,393  393,570  200,885  17,178,505  Thomas Szkutak 220,068,932  11,290,617  515,299  17,178,505  Raul Vazquez 225,852,401  5,826,329  196,118  17,178,505  Eric S. Yuan 226,021,097  5,211,914  641,837  17,178,505  2. Advisory vote to approve executive compensation For Against Abstain Broker Non-Votes 215,761,247  15,861,617  251,984  17,178,505  3. Ratification of selection of Ernst & Young LLP to serve as independent registered public accounting firm for the fiscal year ending July 31, 2026 For Against Abstain 228,967,607  19,863,142  222,604  4. Shareholder proposal requesting the Board issue a report on the return on investment of the Company's diversity and inclusion programs For Against Abstain Broker Non-Votes 1,753,458  228,853,804  1,267,586  17,178,505  ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS. (d) Exhibits 99.01+ Non-Employee Director Compensation Program, effective January 22, 2026 104 Cover Page Interactive Data File (the cover page XBRL tags are embedded within the inline XBRL document) + Indicates a management contract or compensatory plan or arrangement. 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. Date: January 26, 2026 INTUIT INC. By: /s/ Sandeep S. Aujla Sandeep S. Aujla Executive Vice President and Chief Financial Officer