Form 8-K

8-K — QUANTA SERVICES, INC.

Accession: 0001193125-26-241989

Filed: 2026-05-27

Period: 2026-05-21

CIK: 0001050915

SIC: 1731 (ELECTRICAL WORK)

Item: Submission of Matters to a Vote of Security Holders

Item: Other Events

Item: Financial Statements and Exhibits

Documents

8-K — d122565d8k.htm (Primary)

EX-99.1 (d122565dex991.htm)

EX-99.2 (d122565dex992.htm)

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8-K

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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 21, 2026

Quanta Services, Inc.

(Exact name of registrant as specified in its charter)

Delaware

(State or other jurisdiction

of incorporation)

001-13831

74-2851603

(Commission

File No.)

(IRS Employer

Identification No.)

2727 North Loop West

Houston, Texas 77008

(Address of principal executive offices, including ZIP code)

(713) 629-7600

(Registrant’s telephone number, including area code)

Not Applicable

(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 Instruction 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 exchange

on which registered

Common Stock, $0.00001 par value

PWR

New York Stock Exchange

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. ☐

Item 5.07

Submission of Matters to a Vote of Security Holders.

(a) On May 21, 2026, Quanta Services, Inc. (the “Company” or “Quanta”) held its 2026 Annual Meeting of Stockholders.

(b) The final voting results for the items that were presented for stockholder approval, recommendation or ratification at the annual meeting are set forth below. These items related to each proposal described in detail in Quanta’s definitive proxy statement for the 2026 Annual Meeting of Stockholders, which was filed with the U.S. Securities and Exchange Commission on April 10, 2026 (the “2026 Proxy Statement”). All results presented below reflect the voting power of the Company’s common stock.

Election of Directors (Item 1)

The following ten director nominees were elected as directors of the Company to serve one-year terms expiring at the 2027 Annual Meeting of Stockholders. The vote totals for each director, rounded to the nearest whole share, are set forth in the table below:

Nominee:

Number of

Votes Cast For

Number of Votes

Cast Against

Withhold /

Abstentions

Broker

Non-Votes

Earl C. Austin, Jr.

121,035,028

481,029

57,777

11,807,033

Warner L. Baxter

119,732,272

1,600,979

240,583

11,807,033

Doyle N. Beneby

118,416,075

3,093,186

64,573

11,807,033

Bernard Fried

116,964,232

4,237,535

372,067

11,807,033

Worthing F. Jackman

106,953,127

14,239,457

381,249

11,807,033

Joseph Kim

121,230,587

279,793

63,454

11,807,033

Holli C. Ladhani

121,354,250

153,836

65,748

11,807,033

Jo-ann M. dePass Oslovsky

121,206,221

305,528

62,085

11,807,033

R. Scott Rowe

118,160,620

3,172,592

240,622

11,807,033

Martha B. Wyrsch

118,718,836

2,790,359

64,639

11,807,033

Advisory Vote on Executive Compensation (Item 2)

The advisory resolution approving the Company’s executive compensation as set forth in the 2026 Proxy Statement was approved with the vote totals, rounded to the nearest whole share, as set forth in the table below:

Number of

Votes Cast For

Number of

Votes Cast Against

Withhold / Abstentions

Broker Non-Votes

114,220,186

7,122,529

231,119

11,807,033

Ratification of Appointment of Independent Registered Public Accounting Firm (Item 3)

The appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for fiscal year 2026 was ratified with the vote totals, rounded to the nearest whole share, as set forth in the table below:

Number of

Votes Cast For

Number of

Votes Cast Against

Withhold /Abstentions

Broker Non-Votes

125,199,372

8,114,219

67,276

—

Item 8.01

Other Events

On May 22, 2026, Quanta issued a press release announcing the election of Joseph Kim, a new independent director, to the Board of Directors at its 2026 Annual Meeting of Stockholders.

On May 22, 2026, the Company also announced that the Board authorized a new stock repurchase program. The new repurchase program, which was effective as of May 21, 2026, authorizes the Company to purchase, from time to time up to $1.0 billion of its outstanding common stock. Repurchases may be implemented through open-market or privately negotiated transactions, at management’s discretion, based on market and business conditions, applicable contractual and legal requirements and other factors. Quanta is not obligated to acquire any specific amount of common stock, and the Board may modify or terminate the new repurchase program at any time at its sole discretion and without notice.

Copies of the press releases are attached to this Current Report on Form 8-K as Exhibit 99.1 and Exhibit 99.2 and are incorporated herein by reference.

Item 9.01

Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.

Exhibit

99.1

Press Release of Quanta Services, Inc. dated May 22, 2026

99.2

Press Release of Quanta Services, Inc. dated May 22, 2026

104

Cover Page Interactive Data File (the cover page XBRL tags are embedded within the Inline XBRL document)

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.

Dated: May 27, 2026

Quanta Services, Inc.

By:

/s/ Donald C. Wayne

Name: Donald C. Wayne

Title: Executive Vice President and General Counsel

EX-99.1

Filename: d122565dex991.htm · Sequence: 2

EX-99.1

Exhibit 99.1

PRESS RELEASE

FOR IMMEDIATE RELEASE

26-11

Contact:

Kip Rupp, CFA, IRC

Sean Eastman

Quanta Services, Inc.

(713) 629-7600

JOSEPH KIM JOINS QUANTA SERVICES

BOARD OF DIRECTORS

Adds Extensive Executive-Level Leadership and Operational

Experience

HOUSTON – May 22, 2026 – Quanta Services, Inc. (NYSE: PWR) announced today the appointment of Joseph

Kim to the company’s Board of Directors. He brings extensive executive-level leadership and operational experience, including supply chain and logistics expertise, to Quanta’s board.

Doyle N. Beneby, Quanta Services’ independent Chairman of the Board, commented, “We are pleased to welcome Joe to the Quanta Services Board of

Directors. He is an accomplished public company executive and director with extensive operational experience, including in supply chain and logistics, and brings to the board deep expertise in the energy industry and a strong track record in

strategic planning, capital allocation and risk management. We look forward to working with Joe and welcome the perspective he will provide to Quanta.”

Mr. Kim currently serves as President, Chief Executive Officer and director of Sunoco GP LLC, the general partner of Sunoco LP (NYSE: SUN), a publicly

traded energy infrastructure and fuel distribution master limited partnership, and previously served in other executive roles, including Chief Operating Officer, Executive Vice President and Chief Development Officer. Prior to joining Sunoco,

Mr. Kim served as Chief Operating Officer of Pizza Hut, Inc., a division of Yum! Brands, Inc. (NYSE: YUM), a publicly traded company that franchises or operates an international system of restaurant chains, and in various roles of increasing

responsibility at Valero Energy Corporation (NYSE: VLO), a publicly traded fuels producer engaged in the manufacturing and marketing of transportation fuels and other related products.

About Quanta Services

Quanta Services is an industry

leader in providing specialized infrastructure solutions to the utility, power generation, load center, communications, pipeline, and energy industries. Quanta’s comprehensive services include designing, installing, repairing and maintaining

energy, load center and communications infrastructure. With operations throughout the United States, Canada, Australia and select other international markets, Quanta has the manpower, resources and expertise to safely complete projects that are

local, regional, national or international in scope. For more information, visit www.quantaservices.com.

# # #

EX-99.2

Filename: d122565dex992.htm · Sequence: 3

EX-99.2

Exhibit 99.2

PRESS RELEASE

FOR IMMEDIATE RELEASE

26-10

Investors:

Kip

Rupp, CFA, IRC

Sean Eastman

Quanta Services, Inc.

(713) 341-7260

QUANTA SERVICES ANNOUNCES

QUARTERLY CASH DIVIDEND AND

NEW $1 BILLION

STOCK REPURCHASE PROGRAM

HOUSTON – May 22, 2026 – Quanta Services,

Inc. (NYSE: PWR) announced today that its Board of Directors has declared a quarterly cash dividend to stockholders of $0.11 per share, or a rate of $0.44 per share on an annualized basis. The dividend is payable on July 13, 2026, to

stockholders of record as of July 1, 2026.

Additionally, the Board of Directors, in support of management’s request, has authorized a new

stock repurchase program that authorizes the company to purchase, from time to time, up to $1 billion of its outstanding common stock. Under the company’s existing stock repurchase program, which expires June 30, 2026, the company

has acquired 540,788 shares of its outstanding common stock in the open market for a total cost of approximately $135 million.

Repurchases may be

implemented through open-market or privately negotiated transactions, at management’s discretion, based on market and business conditions, applicable contractual and legal requirements and other factors. Quanta is not obligated to acquire any

specific amount of common stock, and Quanta’s Board of Directors may modify or terminate the new repurchase program at any time at its sole discretion and without notice.

About Quanta Services

Quanta Services is an industry

local, regional, national or international in scope. For more information, visit www.quantaservices.com.

Cautionary Statement About Forward-Looking Statements and Information

This press release (and any oral statements regarding the subject matter of this press release) contains forward-looking statements intended to qualify for the

“safe harbor” from liability established by the Private Securities Litigation Reform Act of 1995. Forward-looking statements include, but are not limited to, statements relating to expectations regarding the declaration, amount or

timing of any future dividends; expectations regarding Quanta’s business or financial outlook; Quanta’s ability to deliver increased value or return capital to stockholders; and future capital allocation initiatives, including the amount

and timing of, and strategies with respect to, any future cash dividends or repurchases of our equity securities; as well as statements reflecting expectations, intentions, assumptions or beliefs about future events and other statements that do not

relate strictly to historical or current facts. These forward-looking statements are not guarantees of future performance, involve or rely on a number of risks, uncertainties, and assumptions that are difficult to predict or are beyond our

control, and reflect management’s beliefs and assumptions based on information available at the time the statements are made. We caution you that actual outcomes and results may differ materially from what is expressed, implied or forecasted

by our forward-looking statements and that any or all of our forward-looking statements may turn out to be inaccurate or incorrect. Forward-looking statements can be affected by inaccurate assumptions and by known or unknown risks and uncertainties,

including, among others, market, industry, economic, financial or political conditions outside of the control of Quanta, quarterly variations in operating results, liquidity, financial condition, cash flows, capital requirements, reinvestment

opportunities or other financial results; requirements relating to dividends under Delaware law and the credit agreement for Quanta’s senior credit facility; fluctuations in the price and trading volume of Quanta’s common stock; and

other risks and uncertainties detailed in Quanta’s Annual Report on Form 10-K for the year ended December 31, 2025, Quanta’s Quarterly Report on Form

10-Q for the quarter ended March 31, 2026 and any other documents that Quanta files with the Securities and Exchange Commission (SEC). For a discussion of these risks, uncertainties and assumptions,

investors are urged to refer to Quanta’s documents filed with the SEC that are available through the company’s website at www.quantaservices.com or through the SEC’s Electronic Data Gathering and Analysis Retrieval

System (EDGAR) at www.sec.gov. Should one or more of these risks materialize, or should underlying assumptions prove incorrect, actual results may vary materially from those expressed or implied in any forward-looking statements.

Investors are cautioned not to place undue reliance on these forward-looking statements, which are current only as of this date. Quanta does not undertake and expressly disclaims any obligation to update or revise any forward-looking statements,

whether as a result of new information, future events or otherwise. Quanta further expressly disclaims any written or oral statements made by any third party regarding the subject matter of this press release.

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