Bright Horizons Family Solutions Inc. (BFAM)
NYSE: BFAM · Real-Time Price · USD
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AGM 2026

Jun 3, 2026

Summary

The meeting covered director elections, executive compensation, and auditor ratification, with all proposals approved by majority vote. No shareholder questions were received during the session.

David Lissy
Chair of the Board, Bright Horizons Family Solutions

We're hosting this virtual meeting by live audio webcast. Please note that this meeting will be conducted in accordance with the rules of conduct that are posted on the website. This meeting is being recorded. However, no one attending the meeting via webcast is permitted to use any audio recording device. Any shareholder who experiences technical difficulties during the meeting can call the technical support number posted on the website. It's now 8:02 A.M. Eastern Time. In accordance with the notice of the meeting, I call the 2026 Annual Shareholders Meeting to order and declare the online polls open. Shareholders may cast their votes for the proposals at any time prior to the polls being closed. I would like to take this opportunity to outline our order of business. First, we'll conduct the formal business portion.

Once the formal business portion has been conducted, we will adjourn the meeting and answer any questions from shareholders at the end of the meeting. Only validated shareholders who have joined the meeting using their control number may ask questions via the virtual meeting website. If you joined as a guest, you cannot use this function. We'll do our best to provide a response to as many questions as possible. We have a few procedural matters to cover before we take up the primary business of the meeting. This meeting is held pursuant to notice that was properly given on or about April 20th, 2026, to all shareholders of record at the close of business on the record date, April 8th, 2026. Mr. Casagrande will file proof of notice of this meeting with the minutes of the meeting.

Mr. Casagrande, have you determined whether a quorum is present at the meeting?

John Casagrande
General Counsel and Secretary, Bright Horizons Family Solutions

Mr. Chair, after conferring with the inspectors, I have determined that there are at least 47,472,694 shares of the company's common stock of the 52,825,361 shares entitled to vote, represented in person or by proxy at this meeting. This is approximately 89.86% of the eligible votes, which total exceeds a majority of the outstanding shares of common stock entitled to vote and is sufficient for a quorum and for transacting the business of this meeting.

David Lissy
Chair of the Board, Bright Horizons Family Solutions

Thanks. I find that a quorum is present, and I declare that this meeting is legally convened and ready to transact business. On behalf of the company, I'd like to express my appreciation to all shareholders who returned their proxies and authorized the persons named in the proxy, Stephen Kramer and John Casagrande, to vote on all proposals coming before the meeting. All holders of the company's common stock as of the close of business on April 8th, 2026, are entitled to a vote at this meeting, either in person or by proxy, and are entitled to one vote for each share held in their name. As stated in the notice of the meeting, there are three items of business on our agenda.

First, proposal one is the election of six director nominees for a term of one year to serve until the 2027 Annual Meeting of Shareholders and until such time as their respective successors are duly elected and qualified. The Board of Directors has nominated Lawrence Alleva, Joshua Bekenstein, Stephen Kramer, David Lissy, Laurel Richie, and Jennifer Schulz. Mr. Casagrande advises me that there were no nominations by shareholders submitted prior to this meeting. Accordingly, I declare the nominations closed. The Board recommends approval of the Director nominees. Proposal two is the approval on an advisory basis of the 2025 compensation paid by the company to its named executive officers, which is disclosed and discussed in the compensation discussion and analysis section of our proxy statement. The Board recommends approval of the 2025 compensation paid to the named executive officers.

Proposal three is the ratification of the appointment of Deloitte & Touche LLP as the company's independent registered public accounting firm for the fiscal year ending December 31, 2026. The audit committee has approved Deloitte & Touche for the fiscal year ending December 31st, 2026. The Board recommends ratification of this appointment. Those items are more fully described in our notice and proxy statement. No other items of business have been submitted for consideration at the meeting in accordance with the company's bylaws or applicable law. The polls are open. Any shareholder who has yet to vote and wishes to change their vote may do so at this time. However, we urge all shareholders to allow their proxies to stand. Shareholders who have mailed in proxies or voted previously via telephone or internet do not need to take any further action at this time.

I'll now pause to allow shareholders to cast any remaining votes before I declare the polls closed. Now that shareholders have had the opportunity to vote, I declare the polls for this meeting closed as of 8:07 A.M. Mr. Casagrande, will you report the results of the balloting, please?

John Casagrande
General Counsel and Secretary, Bright Horizons Family Solutions

I have the preliminary report of inspector based on the proxies already received. Final voting results will be presented in the company's current report on Form 8-K, which will be filed within four business days following this meeting. The preliminary report shows that with respect to the first proposal, the votes cast for each Director nominee exceeded the votes cast against such nominee, and each of the nominees for director received a majority of the votes cast. For proposal two, the advisory vote with respect to the 2025 compensation paid to our named executive officers has been approved by a majority of the votes cast. For proposal three, the ratification of Deloitte & Touche LLP as the company's independent registered public accounting firm for the fiscal year ending December 31st, 2026, has been ratified by a majority of the votes cast.

David Lissy
Chair of the Board, Bright Horizons Family Solutions

Thank you, Mr. Casagrande. Based on these voting results, I declare the Director nominees to be duly elected directors of the company to hold office from this day until the 2027 Annual Meeting of Shareholders and until their successors are duly elected and qualified. I further declare that proposal two has been approved and proposal three has been ratified. I hereby direct the results of the voting to be incorporated into the minutes of the meeting. This concludes the business of our annual meeting. The formal portion of the 2026 Bright Horizons Annual Meeting is now adjourned. We'd now like to open up the meeting for shareholder questions. If you'd like to ask a question, please do so now on the virtual meeting website. Please note only questions that are germane to the meeting and that comply with the guidelines set forth in the rules of conduct will be addressed.

Any questions we do not answer today may be raised separately after the Annual Meeting by contacting Investor Relations at investors.brighthorizons.com. I'll now pause as we poll for any questions. Mr. Casagrande, do we have any questions?

John Casagrande
General Counsel and Secretary, Bright Horizons Family Solutions

At this time, we do not have any questions from shareholders.

David Lissy
Chair of the Board, Bright Horizons Family Solutions

Thank you. This now concludes the 2026 Bright Horizons Shareholders meeting. Thank you all for joining.

Operator

Ladies and gentlemen, that concludes today's meeting. Thank you for joining. You may now disconnect.