Welcome to the 2026 Annual Meeting of Shareholders for Cardinal Health, Inc. I will now hand the meeting over to Pat Hemingway Hall, Chair of the Board of Cardinal Health.
Good morning, and welcome. I am Pat Hemingway Hall, Chairman of the Board of Directors of Cardinal Health. I am pleased to call to order the 2026 Annual Meeting of Shareholders. On behalf of the board and management, thank you for joining us today and for your continued investment in Cardinal Health. I would like to begin by recognizing and thanking my fellow directors who have joined us today. Also joining us today are Josh Jenkins, Crystal Street, Kyle Kaufman, and Joe Fogel of Ernst & Young, Cardinal Health's independent auditor. Finally, the company has appointed Broadridge Financial Solutions to serve as inspector of election. Jim Wright with Broadridge has joined us today and took the oath of inspector of election earlier this morning. I will now ask the secretary of the meeting, Patrick Pope, to lead us through the formal portion of today's meeting.
Thank you, Pat. As reflected in the agenda posted on the web portal for today's meeting, we will begin by considering the three proposals described in our proxy materials and announcing the preliminary results of the shareholder vote. Following the formal portion of the meeting, our Chief Executive Officer, Jason Hollar, will provide brief remarks, after which we will address questions submitted by shareholders through the web portal. The polls are now open. Shareholders who have not yet voted or who wish to change a previously submitted vote may do so through the meeting website. If you have already voted and do not wish to change your vote, no further action is required. The polls will remain open until the conclusion of the formal portion of today's meeting. Please refer to the Annual Meeting of Shareholders guidelines posted on the web portal.
Those guidelines outline the procedures applicable to today's meeting. I present to the meeting the notice of annual meeting and the related proxy materials, together with an affidavit of Broadridge Financial Solutions certifying that notice of this meeting was provided to Cardinal Health shareholders on September 21, 2026. According to the inspector of election, approximately 203,805,000 shares of Cardinal Health common stock, representing approximately 88% of the outstanding shares entitled to vote, are represented at today's meeting. Because this represents more than a majority of the shares entitled to vote, a quorum is present and the meeting may proceed. The first item of business is the election of 11 directors, each to serve until the 2027 Annual Meeting of Shareholders and until his or her successor is duly elected and qualified.
The 11 individuals nominated by the board are Bob Azelby, Michelle Brennan, Sheri Edison, Dave Evans, Pat Hemingway Hall, Jason Hollar, Akhil Johri, Nancy Killefer, Christine Mundkur, Robert Musslewhite, and Sudhakar Ramakrishna. Our board recommends a vote for each of the director nominees. The second item of business is an advisory vote to approve the compensation of our named executive officers as disclosed in the proxy statement. Our board recommends a vote for this proposal. The third item of business is a proposal to ratify the appointment of Ernst & Young as the company's independent auditor for the fiscal year ending June 30, 2027. Our board recommends a vote for this proposal. I now declare the polls closed. The results I am about to report are preliminary and remain subject to final tabulation and certification by the inspector of election.
Final voting results will be reported in a Form 8-K filed with the SEC and posted on the Investor Relations section of our website. With respect to proposal one, the election of directors, preliminary results indicate that each of the 11 director nominees has been elected. With respect to proposal two, the advisory vote to approve the compensation of our named executive officers, preliminary results indicate that the proposal has passed. With respect to proposal three, the ratification of Ernst & Young as the company's independent auditor for fiscal 2027, preliminary results indicate that the proposal has passed. This concludes the report of preliminary voting results. We will now transition to the presentation portion of today's meeting.
Good morning, and thank you for joining us today. We appreciate your investment in Cardinal Health and the opportunity to provide a brief overview of our company. As you know, we reported our first quarter fiscal 2027 results last week, so I won't repeat the financial update today. I would encourage you to review our recent earnings materials and our annual report for additional details on our performance and outlook. Before I begin, I'll note that some of my comments today may include forward-looking statements which are subject to risks and uncertainties. Please refer to our SEC filings for additional description of these factors. Cardinal Health is the backbone of healthcare. Across our businesses, we play an essential role in helping ensure products and solutions reach healthcare providers and ultimately the patients they serve.
Our portfolio spans pharmaceutical and specialty distribution, solutions supporting biopharmaceutical manufacturers and specialty providers, care in the home, radiopharmaceutical manufacturing and distribution, healthcare logistics, and medical products and distribution. That combination of scale, capabilities, and reach gives us an important role across the healthcare ecosystem and provides a strong foundation for the future. Our strategy remains focused and consistent. We are building upon the resiliency and growth of our Pharmaceutical and Specialty Solutions business, with specialty remaining our highest priority area of investment. We are accelerating our other growth businesses, including at-Home Solutions, Nuclear and Precision Health Solutions, and OptiFreight Logistics. We remain focused on executing the Global Medical Products and Distribution improvement plan, with an emphasis on growing Cardinal Health brand, simplifying the business, and improving operational performance.
Across each of these priorities, we are maintaining a relentless commitment to simplification, disciplined execution, and creating long-term value for shareholders. Over the past year, we have continued to make meaningful progress on all three. With Pharmaceutical and Specialty Solutions, we have continued to expand our capabilities across the specialty care continuum, including the solutions we provide to specialty physicians and biopharmaceutical manufacturers. Our other growth businesses continue to benefit from attractive underlying healthcare trends while we invest in capabilities and capacity to support their continued growth. Within GMPD, the work underway is strengthening the foundation of the business, including continued momentum in Cardinal Health brand, a more resilient supply chain, improved service for our customers, and a more efficient cost structure.
Taken together, these actions reflect a company that is strengthening its core while increasingly concentrating on the businesses where we believe Cardinal Health has differentiated capabilities and attractive opportunities to drive growth and create value. I am proud of the progress our teams continue to make and equally excited about the opportunities in front of us. We remain focused on serving our customers and patients, executing our strategy with discipline, and creating sustainable long-term value for our shareholders. Thank you again for your investment in Cardinal Health and for joining us today. I will turn it over to Patrick for comments regarding the Q&A process, and then Pat, Patrick, and I will answer your questions.
Thank you, Jason. We will now address questions submitted by shareholders through the web portal. As described in the annual meeting guidelines, each shareholder is limited to one question or comment. We ask that questions be concise and address a single topic. We will answer as many questions as time permits. However, only questions relevant to the business of the meeting or matters of general interest to Cardinal Health shareholders will be addressed. Responses to pertinent questions that we are unable to answer today during today's meeting will be posted on the Investor Relations section of our website following the meeting. We received a question through the portal in advance of the meeting, and we will begin by addressing that submission. David Frost, head of Investor Relations, will relay the question, and Pat will respond.
Thanks, Patrick. A shareholder has noted that several of our directors serve on two or more boards. Do these outside board commitments limit their ability to devote sufficient time and attention to Cardinal Health, and should the board consider replacing those directors?
Thank you so much for the question. We recognize the importance of ensuring that every director has sufficient time and capacity to fulfill their responsibilities to Cardinal Health and to our shareholders. Each year, in connection with the director renomination process, our Governance and Sustainability Committee reviews each director's outside commitments and capacity to serve. That review goes beyond simply counting the number of boards on which a director serves. The committee considers the nature and demands of those commitments, including leadership roles. We also consider other factors, such as the director's attendance, engagement, and preparedness in serving on the Cardinal Health board and its committees. In addition to this annual review, our corporate governance guidelines require directors to provide advanced notice before accepting an invitation to serve on another board, which gives us visibility into changes in a director's commitments as they arise.
We believe service on other boards can provide valuable experience and perspectives, but it must be balanced against the time and attention required to serve Cardinal Health and our shareholders effectively. Based on our review, we believe each of the directors we have nominated for election has the capacity to fill those responsibilities.
That now concludes the Q&A portion of our meeting. Thank you for attending.
This now concludes the meeting. Thank you for joining, and have a pleasant day.