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 24, 2025
(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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Item 5.07. Submission of Matters to a Vote of Security Holders.
On Tuesday, June 24, 2025, 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 May 1, 2025 (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 2025 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 161,168,648 votes, or approximately 96.22% of the voting power of all issued and outstanding shares as of the Record Date, entitled to vote at the 2025 Annual Meeting, constituting a quorum.
The following is a brief description of each matter voted upon at the 2025 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 nine 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 | 144,760,348 | 6,614,096 | 9,794,204 | |||||||||||||||||
Carine S. Clark | 150,385,708 | 988,736 | 9,794,204 | |||||||||||||||||
Daniel Daniel | 150,054,510 | 1,319,934 | 9,794,204 | |||||||||||||||||
Jeff Kearl | 142,801,956 | 8,572,488 | 9,794,204 | |||||||||||||||||
John Pestana | 148,200,976 | 3,173,468 | 9,794,204 | |||||||||||||||||
Dan Strong | 150,465,402 | 909,042 | 9,794,204 | |||||||||||||||||
Renée Soto | 148,200,551 | 3,173,893 | 9,794,204 | |||||||||||||||||
David Jolley | 151,276,640 | 97,804 | 9,794,204 | |||||||||||||||||
Ryan Wright | 151,187,993 | 186,451 | 9,794,204 | |||||||||||||||||
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 2025 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, 2026. The results of the voting included 159,434,702 votes for, 1,227,879 votes against, 506,067 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, 2026 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 142,014,551 votes for, 9,314,759 votes against, 45,134 votes abstained and 9,794,204 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 27, 2025 | By: | /s/ Tod Crane | ||||||||||||
Tod Crane | ||||||||||||||
Chief Financial Officer | ||||||||||||||