SEC Form 8-K filed by Procore Technologies Inc.
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
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| Item 5.07 | Submission of Matters to a Vote of Security Holders. |
Procore Technologies, Inc. (the “Company”) held its annual meeting of stockholders (the “Annual Meeting”) on June 6, 2024. As of April 12, 2024, the record date for the Annual Meeting, 146,301,869 shares of the Company’s common stock were outstanding and entitled to vote at the Annual Meeting. The final voting results for each of the proposals submitted to a vote of the Company’s stockholders at the Annual Meeting are set forth below. These proposals are described in detail in the Company’s definitive proxy statement filed with the U.S. Securities and Exchange Commission on April 25, 2024.
Proposal 1. Election of Directors.
The Company’s stockholders elected the three individuals listed below as Class III directors to hold office until the Company’s 2027 annual meeting of stockholders or until their respective successors are duly elected and qualified. The final voting results are as follows:
| Votes For | Votes Withheld | Broker Non-Votes | ||||||
| William J.G. Griffith IV |
111,534,929 | 1,558,351 | 24,609,498 | |||||
| Graham V. Smith |
111,866,991 | 1,226,289 | 24,609,498 | |||||
| Elisa A. Steele |
94,843,158 | 18,209,142 | 24,650,478 |
Proposal 2. Ratification of the Appointment of Independent Registered Public Accounting Firm.
The Company’s stockholders ratified the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2024. The final voting results are as follows:
| Votes For |
Votes Against |
Abstentions |
Broker Non-Votes | |||
| 136,088,105 | 314,973 | 1,299,700 | 0 |
Proposal 3. Advisory Vote on Compensation of Named Executive Officers.
The Company’s stockholders approved, on an advisory basis, the compensation of the Company’s named executive officers. The final voting results are as follows:
| Votes For |
Votes Against |
Abstentions |
Broker Non-Votes | |||
| 106,257,642 | 5,559,849 | 1,275,788 | 24,609,499 |
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
| Procore Technologies, Inc. | ||||||
| Date: June 7, 2024 | By : | /s/ Benjamin C. Singer | ||||
| Benjamin C. Singer | ||||||
| Chief Legal Officer and Corporate Secretary | ||||||
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