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    HireQuest Inc. filed SEC Form 8-K: Submission of Matters to a Vote of Security Holders, Financial Statements and Exhibits

    6/20/25 6:24:58 AM ET
    $HQI
    Professional Services
    Consumer Discretionary
    Get the next $HQI alert in real time by email
    hqi20250619_8k.htm
    false 0001140102 0001140102 2025-06-19 2025-06-19
     
     
    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
     
    Date of Report (Date of earliest event reported): June 19, 2025
     
     
    hqi20230616_8kimg001.jpg
     
    HIREQUEST, INC.
    (Exact name of registrant as specified in its Charter)
     
             
     
             
    Delaware
     
    000-53088
     
    91-2079472
    (State or Other Jurisdiction of
    Incorporation or Organization)
     
    (Commission
    File Number)
     
    (I.R.S. Employer
    Identification No.)
     
         
    111 Springhall Drive, Goose Creek, SC
     
    29445
    (Address of Principal Executive Offices)
     
    (Zip Code)
     
    (843) 723-7400
    (Registrant’s telephone number, including area code)
     
     
     
    (Former name, former address and former fiscal year, 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(s)
    Name of Each Exchange on Which Registered
    Common Stock, $0.001 par value
    HQI
    The NASDAQ Stock Market LLC
     
    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 18, 2025, HireQuest, Inc. (the “Company”) held its 2025 Annual Meeting of Stockholders (the “Annual Meeting”). At the Annual Meeting, the Company’s stockholders voted to: (i) elect each of the six nominees for director to serve until the next annual meeting of stockholders or until his or her successor is duly elected and qualified, (ii) ratify the selection of Forvis Mazars, LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2025, (iii) approve, on a non-binding advisory basis, the compensation of the Company’s named executive officers as disclosed in the proxy statement, and (iv) approve, on a non-binding advisory basis, the ONE YEAR option to determine the frequency of future advisory votes on named executive officer compensation. The number of shares of common stock outstanding and eligible to vote as of April 28, 2025, the record date for the Annual Meeting, was 14,033,051. Of these, a total of 12,772,303 shares were voted, either in person or by proxy.
     
    The final voting results were as follows:
     
    Proposal #1
    Election of Directors
    Director Nominee
    For
     
     
    Withheld
     
     
    Broker Non-Votes
     
    Richard F. Hermanns
    10,701,166  
      59,811  
    2,011,326  
    R. Rimmy Malhotra
    10,340,327  
    420,650  
    2,011,326  
    Lawrence Hagenbuch
      9,948,950  
    812,027  
    2,011,326  
    Kathleen Shanahan
    10,262,595  
    498,482  
    2,011,326  
    Edward Jackson
    10,733,240  
      27,737  
    2,011,326  
    Jack A. Olmstead
    10,721,309  
      39,668
    2,011,326  
     
    Proposal #2
     
    For
     
     
    Against
     
     
    Abstain
     
    The ratification of the selection of Forvis Mazars, LLP as the Company's independent registered public accounting firm for the year ending December 31, 2024
    12,617,381  
    151,208
    3,714
     
    Proposal #3
     
    For
     
     
    Against
     
     
    Abstain
     
     
    Broker Non-Votes
     
    Non-binding advisory vote on the compensation paid to the Company's named executive officers
    10,746,313
    8,811  
    5,853  
    2,011,326  
     
     
    Proposal #4
     
    ONE YEAR
     
     
    TWO YEARS
     
     
    THREE YEARS
     
     
    Abstain
     
     
    Broker Non-Votes
     
    Non-binding advisory vote on the frequency of future advisory votes on the compensation paid to the Company's named executive officers
    10,295,333
    431,618  
    30,734  
    3,292
    2,011,326  
     
     
    Item 9.01         Financial Statements and Exhibits.
     
    (d)         Exhibits
     
    104         Cover Page Interactive Data File (embedded within the Inline XBRL document).
     
     

     
     
     
    SIGNATURES
     
    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.
     
             
       
    HIREQUEST, INC.
       
    (Registrant)
         
             
         
    Date: June 19, 2025
         
    /s/ John McAnnar
           
    John McAnnar
           
    Chief Legal Officer, Vice President, and Corporate Secretary
     
     
     
     
     
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