Nextdoor Holdings Inc. filed SEC Form 8-K: Submission of Matters to a Vote of Security Holders
$KIND
Computer Software: Programming Data Processing
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 10, 2025
(Exact Name of Registrant as Specified in its Charter)
| (State or Other Jurisdiction of Incorporation) | (Commission File Number) | (IRS Employer Identification No.) | ||||||
94102
(Zip Code)
(415 ) 344-0333
(Registrant’s telephone number, including area code)
N/A
(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 (see General Instruction A.2. below):
| 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 | Name of each exchange on which registered | ||||||
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.
On June 10, 2025, Nextdoor Holdings, Inc. (the “Company”) held its 2025 Annual Meeting of Stockholders virtually (the “Annual Meeting”). The Company’s stockholders voted on three proposals at the Annual Meeting, each of which is described in more detail in the Company’s definitive proxy statement filed with the Securities and Exchange Commission (the “SEC”) on April 21, 2025. There were 1,505,651,265 aggregate shares of Class A common stock and Class B common stock present at the Annual Meeting, online or by proxy, which constituted a quorum for the transaction of business. In deciding the proposals at the Annual Meeting, each share of Class A common stock represented one vote and each share of Class B common stock represented ten votes.
At the Annual Meeting, the Company’s stockholders voted on the following proposals:
1.To elect four Class I directors of the Company, each to serve a three-year term expiring at the 2028 Annual Meeting of Stockholders and until such director’s successor is duly elected and qualified;
2.To ratify the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2025; and
3.To approve, on a non-binding advisory basis, the compensation of the Company’s named executive officers.
The final results for each of these proposals are as follows:
Proposal 1: Election of Directors.
| Nominee | Votes For | Votes Withheld | Broker Non-Votes | ||||||||
| J. William Gurley | 1,400,292,338 | 48,388,626 | 56,970,301 | ||||||||
| Jason Pressman | 1,441,530,219 | 7,150,745 | 56,970,301 | ||||||||
| Elisa Steele | 1,442,132,321 | 6,548,643 | 56,970,301 | ||||||||
| Nirav Tolia | 1,435,670,569 | 13,010,404 | 56,970,301 | ||||||||
J. William Gurley, Jason Pressman, Elisa Steele and Nirav Tolia were elected as Class I directors to serve until the 2028 Annual Meeting of Stockholders.
Proposal 2: Ratification of Appointment of Independent Registered Public Accounting Firm.
| Votes For | Votes Against | Abstentions | ||||||
| 1,497,739,709 | 7,245,332 | 666,224 | ||||||
The stockholders ratified the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2025. There were no broker non-votes on this matter.
Proposal 3: Advisory Vote on the Compensation of the Company’s Named Executive Officers.
| Votes For | Votes Against | Abstentions | Broker Non-Votes | ||||||||
| 1,433,691,020 | 14,277,633 | 712,311 | 56,970,301 | ||||||||
The stockholders approved, on an advisory basis, the compensation paid by the Company to its named executive officers.
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.
NEXTDOOR HOLDINGS, INC. | ||||||||
Date: June 13, 2025 | By: | /s/ Matt Anderson | ||||||
| Matt Anderson | ||||||||
| Chief Financial Officer | ||||||||