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    AvidXchange Holdings Inc. filed SEC Form 8-K: Submission of Matters to a Vote of Security Holders

    6/30/25 4:05:28 PM ET
    $AVDX
    Computer Software: Prepackaged Software
    Technology
    Get the next $AVDX alert in real time by email
    8-K
    0001858257false00018582572025-06-262025-06-26

     

    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): June 26, 2025

     

     

    AvidXchange Holdings, Inc.

    (Exact name of Registrant as Specified in Its Charter)

     

     

    Delaware

    001-40898

    86-3391192

    (State or Other Jurisdiction
    of Incorporation)

    (Commission File Number)

    (IRS Employer
    Identification No.)

     

     

     

     

     

    1210 AvidXchange Lane

     

    Charlotte, North Carolina

     

    28206

    (Address of Principal Executive Offices)

     

    (Zip Code)

     

    Registrant’s Telephone Number, Including Area Code: 800 560-9305

     

     

    (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:

    ☐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 each exchange on which registered

    Common Stock, $0.001 par value per share

     

    AVDX

     

    The 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 5.07 Submission of Matters to a Vote of Security Holders.

    AvidXchange Holdings, Inc. (the “Company”) held its 2025 annual meeting of stockholders (the “Annual Meeting”) on June 26, 2025. Holders of the Company’s common stock as of the close of business on April 28, 2025, the record date, were entitled to vote at the Annual Meeting. As of the record date, there were 206,238,144 shares of the Company’s common stock outstanding. Each share of common stock was entitled to one vote on each proposal. A quorum, representing holders of 169,762,759 shares of the Company’s common stock, or 82.31% of the outstanding shares of the Company’s common stock as of the record date, was present in person or represented by proxy at the Annual Meeting.

    Set forth below is a brief description of each matter submitted to a vote of the Company’s stockholders:

    1. Proposal No. 1: The election of Oni Chukwu, Lance Drummond, and James Hausman as Class I directors to serve in such roles until the 2028 annual meeting of stockholders and until their successors are duly elected and qualified.

    2. Proposal No. 2: The ratification of the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the Company’s fiscal year ending December 31, 2025.

    3. Proposal No. 3: The approval, on a non-binding advisory basis, of the compensation of the Company’s named executive officers.

    The proposals are described further in the Company’s “Proxy Statement for 2025 Annual Meeting of Stockholders” filed on April 30, 2025, with the United States Securities and Exchange Commission.

    The Company’s inspector of elections certified the following vote tabulations.

    Proposal No. 1: Election of Class I Directors.

    The proposal was approved based upon the following votes:

    Nominee

    For

    Withheld

    Broker
    Non-Votes

    Oni Chukwu

    136,247,864

    10,982,192

    22,532,703

    Lance Drummond

    135,752,270

    11,477,786

    22,532,703

    James Hausman

    114,545,564

    32,684,492

    22,532,703

    Proposal No. 2: Ratification of the Appointment of PricewaterhouseCoopers LLP as the Company’s Independent Registered Public Accounting Firm for the Company’s fiscal year ending December 31, 2025.

    The proposal was approved based upon the following votes:

    For

    Against

    Abstain

    Broker Non-Votes

    169,114,545

    575,427

    72,787

    N/A

    Proposal No. 3: The approval, on a non-binding advisory basis, of the compensation of the Company’s named executive officers.

    The proposal was approved based upon the following votes:

    For

    Against

    Abstain

    Broker Non-Votes

    138,372,672

    8,558,500

    298,884

    22,532,703

     


    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.

     

     

     

    AVIDXCHANGE HOLDINGS, INC.

     

     

     

     

    Date:

    June 30, 2025

    By:

    /s/ Ryan Stahl

     

     

    Name:

    Title:

    Ryan Stahl
    General Counsel, Senior Vice President and Secretary

     


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