Domo Inc. filed SEC Form 8-K: Submission of Matters to a Vote of Security Holders
$DOMO
Computer Software: Prepackaged Software
Technology
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 11, 2024
(Exact name of registrant as specified in its charter)
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Registrant’s telephone number, including area code: (801 ) 899-1000
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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:
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| 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). | |||||
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Item 5.07. Submission of Matters to a Vote of Security Holders.
On Tuesday, June 11, 2024, the Company held the Annual Meeting at 9:00 a.m., Mountain Time. Holders of the Company’s Class A common stock were entitled to forty votes for each share held as of the close of business on April 17, 2024 (the “Record Date”), and holders of the Company’s Class B common stock were entitled to one vote for each share held as of the Record Date. The Class A common stock and Class B common stock outstanding as of the Record Date voted as a single class on all matters.
Present at the 2024 Annual Meeting in person or by proxy were holders of shares of Class A common stock and Class B common stock representing an aggregate of 158,684,653 votes, or approximately 95.9% of the voting power of all issued and outstanding shares as of the Record Date, entitled to vote at the 2024 Annual Meeting, constituting a quorum.
The following is a brief description of each matter voted upon at the 2024 Annual Meeting and the number of votes cast for, against or withheld, as well as the number of abstentions and broker non-votes, as applicable to each such matter. The matters voted upon were as follows:
Proposal 1. Election of Directors
The stockholders voted on a proposal to elect seven directors to the Company’s board of directors (the “Board of Directors”), each to serve one-year terms. The results of the voting were as follows:
Nominee | Votes For | Votes Withheld | Broker Non-Votes | |||||||||||||||||
Joshua G. James | 143,692,999 | 6,180,850 | 8,810,804 | |||||||||||||||||
Carine S. Clark | 143,575,865 | 6,297,984 | 8,810,804 | |||||||||||||||||
Daniel Daniel | 140,439,765 | 9,434,084 | 8,810,804 | |||||||||||||||||
Jeff Kearl | 144,393,857 | 5,479,992 | 8,810,804 | |||||||||||||||||
John Pestana | 146,050,764 | 3,823,085 | 8,810,804 | |||||||||||||||||
Dan Strong | 143,641,441 | 6,232,408 | 8,810,804 | |||||||||||||||||
Renée Soto | 146,037,932 | 3,835,917 | 8,810,804 | |||||||||||||||||
Pursuant to the foregoing votes, each of the director nominees was elected to serve on the Board of Directors. There were no additional director nominations brought to the 2024 Annual Meeting.
Proposal 2. Ratification of Appointment of Independent Registered Public Accounting Firm
The stockholders voted on a proposal to ratify the selection of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending January 31, 2025. The results of the voting included 158,077,059 votes for, 258,083 votes against, 349,511 votes abstained and no broker non-votes. The appointment of Ernst & Young LLP to serve as the Company’s independent registered public accounting firm for the fiscal year ending January 31, 2025 was ratified.
Proposal 3. Advisory Vote on Compensation of Named Executive Officers (“Say-On-Pay”)
The stockholders voted on a proposal for the approval, on an advisory basis, of the compensation of the Company’s named executive officers. The results of the voting included 133,504,516 votes for, 16,354,119 votes against, 15,214 votes abstained and 8,810,804 broker non-votes. The compensation of the Company’s named executive officers was approved, on an advisory basis.
SIGNATURE
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.
| DOMO, INC. | ||||||||||||||
Date: June 13, 2024 | By: | /s/ David Jolley | ||||||||||||
David Jolley | ||||||||||||||
Chief Financial Officer | ||||||||||||||