Vimeo Inc. filed SEC Form 8-K: Submission of Matters to a Vote of Security Holders, Financial Statements and Exhibits
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Item 5.07. Submission of Matters to a Vote of Security Holders.
Vimeo, Inc. (“Vimeo” or the “Company”) held its 2025 Annual Meeting of Stockholders (the “Annual Meeting”) on June 9, 2025. At the Annual Meeting, stockholders of the Company voted on the proposals set forth below. The final voting results on each of the matters submitted to a vote of the Company’s stockholders at the Annual Meeting are set forth below.
As of the close of business on April 21, 2025, the record date for the Annual Meeting, there were 165,033,022 shares of Vimeo common stock (entitled to one vote per share) and 9,399,250 shares of Vimeo Class B common stock (entitled to ten votes per share) outstanding and entitled to vote. Vimeo common stock and Class B common stock are collectively referred to as Vimeo capital stock.
| 1. | A proposal to elect nine members of Vimeo’s Board of Directors, each to hold office until the next succeeding annual meeting of stockholders or until such director’s successor shall have been duly elected and qualified (or, if earlier, such director’s removal or resignation from the Vimeo Board of Directors). The stockholders elected each of the nominees to the Vimeo Board of Directors on the basis of the following voting results: |
Elected by holders of Vimeo common stock voting as a separate class:
| FOR | WITHHELD | BROKER NON-VOTES | |||
| Adam Cahan | 121,847,057 | 336,627 | 22,519,028 | ||
| Jay Herratti | 120,587,201 | 1,596,483 | 22,519,028 | ||
| Kirsten Kliphouse | 110,029,692 | 12,153,992 | 22,519,028 |
Elected by holders of Vimeo capital stock voting as a single class:
| FOR | WITHHELD | BROKER NON-VOTES | ||||
| Adam Gross | 214,242,884 | 1,933,300 | 22,519,028 | |||
| Lydia Jett | 215,917,708 | 258,476 | 22,519,028 | |||
| Mo Koyfman | 154,669,854 | 61,506,330 | 22,519,028 | |||
| Philip Moyer | 215,122,751 | 1,053,433 | 22,519,028 | |||
| Glenn H. Schiffman | 202,627,606 | 13,548,578 | 22,519,028 | |||
| Alexander von Furstenberg | 209,622,040 | 6,554,144 | 22,519,028 |
| 2. | A proposal to ratify the appointment of Ernst & Young LLP as Vimeo’s independent registered public accounting firm for the 2025 fiscal year. The proposal was approved by the holders of Vimeo capital stock on the basis of the following voting results: |
| FOR | AGAINST | ABSTAIN | ||
| 238,371,420 | 143,501 | 180,291 |
| 3. | A non-binding advisory vote on the compensation of our named executive officers. Holders of Vimeo capital stock voted to approve the compensation of our named executive officers, on the basis of the following voting results: |
| FOR | AGAINST | ABSTAIN | BROKER NON-VOTES | |||
| 205,503,281 | 10,560,766 | 112,137 | 22,519,028 |
Item 9.01 Financial Statements and Exhibits.
| Exhibit No. | Description | |
| 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.
| VIMEO, INC. | ||
| By: | /s/ Jessica Tracy | |
| Name: | Jessica Tracy | |
| Title: | General Counsel & Secretary | |
Date: June 10, 2025