Booz Allen Hamilton shareholders approve all management proposals, reject written consent push

MarketBeat | Wed, July 22, 2026 at 6:02 AM PDT | 4 min read

Booz Allen Hamilton (NYSE: BAH) held its 2026 annual meeting of stockholders on July 22, with shareholders approving all three management proposals and rejecting a shareholder proposal that sought to expand the right to act by written consent.

The virtual meeting was led by Jacob Bernstein, Booz Allen's Deputy General Counsel and Secretary, and Horacio Rozanski, the company's Chairman and Chief Executive Officer. Bernstein confirmed that a quorum was present and that notice of the meeting and proxy materials had been mailed beginning June 11 to stockholders of record as of June 1.

Shareholders Approve Management Proposals

Rozanski stated that the board recommended stockholders vote in favor of management proposals one, two, and three, and against proposal four, which had been submitted by a stockholder. The transcript did not detail the substance of the first three proposals beyond noting they were outlined in the company's proxy statement.

After voting closed, Bernstein reported that the Inspector of Election had completed a preliminary tabulation. Proposals one, two, and three were "duly approved" by stockholders, while proposal four was not approved. Bernstein said the final vote tabulation would be filed with the Securities and Exchange Commission within four business days.

Written Consent Proposal Rejected

Proposal four was presented by John Chevedden, a private investor and shareholder proponent. Chevedden asked shareholders to support a request that Booz Allen's board take steps to permit shareholders to act by written consent with the minimum number of votes required to authorize an action at a meeting where all shareholders entitled to vote were present and voting.

Chevedden argued that the right to act by written consent would allow shareholders to put forward proposals on a timely basis without waiting for the next annual meeting. He said written consent is designed for issues with broad shareholder support and requires formal backing from a majority of all shares outstanding.

"Many companies incorrectly give the impression that written consent gives too much influence to a minority," Chevedden said, adding that, in his view, a minority's role would be limited to initiating a proposal capable of attracting broad support.

CEO Cites Technology Shifts and Market Uncertainty

Following the formal portion of the meeting, Rozanski offered remarks on Booz Allen's market positioning and operating environment. He said "American technology leadership has never been more important" and described Booz Allen's work as focused on national security, homeland defense, and essential civilian services.

Rozanski pointed to several technology and market trends, including:

• The development of "agentic" artificial intelligence
• Increasingly autonomous cyber threats
• The convergence of powerful technologies

He also noted that the government is placing greater emphasis on speed, commercial technology, outcome-based acquisition, and accountability.

"Booz Allen has been advocating, preparing, and investing for these types of changes for years," Rozanski said. He added that the company believes those shifts will be positive for the country, its customers, Booz Allen, and its stockholders over time, while acknowledging that large-scale changes can create near-term uncertainty and disruption.