Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On May 24, 2017, the Board of Directors (the “Board”) of RE/MAX Holdings, Inc. (the “Company”) appointed Adam Contos as Co-Chief Executive Officer, to serve alongside Dave Liniger, effective May 30, 2017. Mr. Liniger will continue to serve as Co-Chief Executive Officer, as Chairman, and as the Company’s principal executive officer.
Prior to his appointment as Co-Chief Executive Officer, Mr. Contos, 45, served as the Company’s Chief Operating Officer, a position he held since January 2016. Mr. Contos has held a variety of leadership positions at RE/MAX since joining the Company in 2004, including Senior Vice President, Marketing from February 2015 through January 2016; Vice President, Region Development, from August 2013 through February 2014; and Regional Vice President from 2005 through August 2013.
Also on May 24, 2017, the Board appointed Serene Smith as Chief Operating Officer to fill the position vacated by Mr. Contos, effective on May 30, 2017. Ms. Smith, 39, joined RE/MAX in 2006. She has served as Senior Vice President, Financial Planning and Business Analytics since January 2016. Prior to that role, she was Vice President, Financial Planning and Analysis from June 2014 to January 2016 and Vice President, Operational Controller from May 2010 to June 2014.
On May 23, 2017, the Board appointed Brett Ritchie, Vice President and Chief Accounting Officer, as the Company’s principal accounting officer, effective immediately. Prior to this appointment, Karri Callahan, Chief Financial Officer, served as the Company’s principal financial officer and principal accounting officer. Ms. Callahan will continue to serve as principal financial officer.
Mr. Ritchie, 45, has served as the company’s Vice President and Chief Accounting Officer since February 2017. He brings over 23 years of accounting experience, much of that with three different public companies. Prior to joining the Company, Mr. Ritchie was Vice President and Chief Accounting Officer of Western Union Business Solutions, a division of Western Union, a position he held since 2011.
Item 5.07. Submission of Matters to a Vote of Security Holders.
On May 24, 2017, the Company held its annual meeting of stockholders. At the annual meeting, stockholders voted on the matters described in the Company's definitive proxy statement filed with the Securities and Exchange Commission on April 12, 2017. The final voting results for the matters submitted to a vote of stockholders were as follows:
Proposal 1: Election of Directors
The Company's stockholders elected the persons listed below to serve as Class I directors until the Company's 2020 annual meeting of stockholders or until their successors are duly elected and qualified, with voting results as follows:
Nominee
|
Votes For
|
Votes Withheld
|
Broker Non-Votes
|
Joseph DeSplinter
|
41,290,669
|
139,065
|
880,021
|
Roger Dow
|
40,448,170
|
981,564
|
880,021
|
Ronald Harrison
|
41,283,173
|
146,561
|
880,021
|