N-able Inc. filed SEC Form 8-K: Submission of Matters to a Vote of Security Holders
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Computer Software: Prepackaged Software
Technology
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
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| Item 5.07 | Submission of Matters to a Vote of Security Holders. | ||||
N-able, Inc. (the “Company”) held its annual meeting of stockholders on May 22, 2024 (the “Annual Meeting”). As of March 28, 2024, the record date for the Annual Meeting, 184,762,998 shares of the Company’s common stock were outstanding and entitled to vote at the Annual Meeting. A summary of the matters voted upon by the stockholders and the final voting results for each such matter are set forth below.
Proposal One: Election of Class III Directors
Each of the following persons was duly elected by the Company’s stockholders as a Class III director to serve for a term of three years expiring at the 2027 annual meeting of stockholders or until a successor has been duly elected and qualified, with votes as follows:
| Class I Director | For | Withheld | Broker Non-Votes | ||||||||||||||||||||
| Ann Johnson | 148,874,934 | 20,216,423 | 10,420,754 | ||||||||||||||||||||
| Michael Widmann | 137,110,681 | 31,980,676 | 10,420,754 | ||||||||||||||||||||
Proposal Two: Ratification of Appointment of Company’s Independent Registered Public Accounting Firm
The appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2024 was ratified by the stockholders, with votes as follows:
| For | Against | Abstain | ||||||||||||||||||
| 179,425,927 | 62,454 | 23,730 | ||||||||||||||||||
Proposal Three: Advisory Vote on Named Executive Officer Compensation
The approval, on a non-binding advisory basis, of the compensation of our named executive officers was approved by the stockholders, with votes as follows:
| For | Against | Abstain | Broker Non-Votes | ||||||||||||||||||||
| 167,489,196 | 1,458,006 | 144,155 | 10,420,754 | ||||||||||||||||||||
Proposal Four: Advisory Vote on the Frequency of Future Advisory Votes on Executive Compensation
The approval, on a non-binding advisory basis, of the frequency of future advisory votes on executive compensation of every one year, with votes as follows:
| One Year | Two Years | Three Years | Abstain | ||||||||||||||||||||
| 166,386,909 | 14,607 | 2,671,186 | 18,655 | ||||||||||||||||||||
In light of the advisory voting results for this item, the Board has determined that an advisory vote to approve executive compensation will be conducted every year until the next stockholder advisory vote on the frequency of future advisory votes on executive compensation.
No other matters were brought before the Annual Meeting and no other votes were held.
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.
| N-able, Inc. | |||||||||||
| Dated: | May 24, 2024 | By: | /s/ Tim O'Brien | ||||||||
| Tim O'Brien | |||||||||||
| Chief Financial Officer | |||||||||||