Stagwell Inc. filed SEC Form 8-K: Submission of Matters to a Vote of Security Holders
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
Current Report
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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. |
Annual Meeting of Stockholders
On June 12, 2024, Stagwell Inc. (the “Company”) held its annual meeting of stockholders (the “Annual Meeting”). The stockholders considered three proposals as described in the Company’s definitive proxy statement filed on April 29, 2024. The final results of the voting on each matter submitted to stockholders at the Annual Meeting are set forth below.
Proposal 1 - Election of Directors. The stockholders elected the nominees for director by the votes shown below, each to hold office until the Company’s 2025 annual meeting of stockholders.
| Nominee | For | Withheld | Broker Non-Votes | |||
| Charlene Barshefsky | 218,885,989 | 20,052,371 | 6,317,490 | |||
| Bradley J. Gross | 237,884,544 | 1,053,816 | 6,317,490 | |||
| Wade Oosterman | 216,984,163 | 21,954,197 | 6,317,490 | |||
| Mark J. Penn | 237,434,483 | 1,503,877 | 6,317,490 | |||
| Desirée Rogers | 237,673,683 | 1,264,677 | 6,317,490 | |||
| Eli Samaha | 218,881,592 | 20,056,768 | 6,317,490 | |||
| Irwin D. Simon | 220,950,013 | 17,988,347 | 6,317,490 | |||
| Rodney Slater | 235,555,410 | 3,382,950 | 6,317,490 | |||
| Brandt Vaughan | 238,323,805 | 614,555 | 6,317,490 |
Proposal 2 - Executive Compensation. The stockholders approved, on a non-binding, advisory basis, the 2023 executive compensation of the Company’s named executive officers by the votes shown below.
| For | Against | Abstain | Broker Non-Votes | |||
| 237,415,785 | 1,245,622 | 276,953 | 6,317,490 |
Proposal 3 – Ratification of Selection of Independent Registered Public Accounting Firm. The stockholders ratified the selection of PricewaterhouseCoopers LLP to act as the independent registered public accounting firm of the Company for the fiscal year ending December 31, 2024 by the votes shown below.
| For | Against | Abstain | ||
| 245,047,083 | 130,297 | 78,470 |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Date: June 14, 2024
| Stagwell Inc. | ||
| By: | /s/ Edmund D. Graff | |
| Name: Edmund D. Graff | ||
| Title: Senior Vice President, Deputy General Counsel and Corporate Secretary | ||