Current Report Filing (8-k)
22 Juin 2023 - 10:12PM
Edgar (US Regulatory)
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2023-06-20
2023-06-20
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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 20, 2023
Angi Inc.
(Exact name of registrant as specified in
charter)
Delaware |
|
001-38220 |
|
82-1204801 |
(State or other jurisdiction of incorporation) |
|
(Commission File Number) |
|
(IRS Employer Identification No.) |
3601 Walnut Street, Suite 700
Denver, CO |
|
80205 |
(Address of principal executive offices) |
|
(Zip Code) |
Registrant’s telephone number, including
area code: (303) 963-7200
(Former name or former address, 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:
¨ 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 |
Class A Common Stock, par value $0.001 |
ANGI |
The Nasdaq Stock Market LLC
(Nasdaq Global Select Market) |
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 20, 2023, Angi
Inc. (“Angi” or the “Company”) held its Annual Meeting of Stockholders (the “Annual Meeting”).
At the Annual Meeting, stockholders of the Company voted on the proposals set forth below. These proposals are described in detail in
the Company’s definitive proxy statement related to the Annual Meeting filed
on May 1, 2023 with the U.S. Securities and Exchange Commission (the “SEC”). 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 26, 2023, the record date for the Annual Meeting, there were 84,188,229 shares of Angi Class A common stock
(entitled to one vote per share) and 422,019,247 shares of Angi Class B common stock (entitled to ten votes per share) outstanding and
entitled to vote. The Angi Class A common stock and the Angi Class B common stock are collectively referred to as Angi capital
stock.
1. A
proposal to elect eleven members of the Angi 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 Angi board of directors). The stockholders elected each of the nominees to the Angi board of directors on the basis
of the following voting results:
Elected by holders
of Angi common stock voting as a single class:
| |
FOR | |
WITHHOLD | |
BROKER
NON-VOTE | |
Angela R. Hicks Bowman | |
4,254,426,483 | |
19,779,685 | |
15,889,177 | |
Thomas R. Evans | |
4,252,108,599 | |
22,097,569 | |
15,889,177 | |
Alesia J. Haas | |
4,252,148,374 | |
22,057,794 | |
15,889,177 | |
Christopher Halpin | |
4,254,344,311 | |
19,861,857 | |
15,889,177 | |
Kendall Handler | |
4,254,630,843 | |
19,575,325 | |
15,889,177 | |
Sandra Buchanan Hurse | |
4,254,720,148 | |
19,486,020 | |
15,889,177 | |
Joseph Levin | |
4,254,219,288 | |
19,986,880 | |
15,889,177 | |
Jeremy Philips | |
4,255,006,166 | |
19,200,002 | |
15,889,177 | |
Glenn H. Schiffman | |
4,253,189,986 | |
21,016,182 | |
15,889,177 | |
Mark Stein | |
4,254,626,638 | |
19,579,530 | |
15,889,177 | |
Suzy Welch | |
4,253,401,362 | |
20,804,806 | |
15,889,177 | |
2. A
proposal to ratify the appointment of Ernst & Young LLP as Angi's independent registered public accounting firm for the 2023
fiscal year. This proposal was approved by the holders of Angi capital stock on the basis of the following voting results:
FOR | |
AGAINST | |
ABSTAIN | |
BROKER
NON-VOTES | |
4,290,055,401 | |
17,820 | |
22,124 | |
0 | |
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.
|
|
|
ANGI INC. |
|
|
|
By: |
/s/ Shannon Shaw |
|
|
|
Name: |
Shannon Shaw |
|
|
|
Title: |
Chief Legal Officer |
Date: June 22, 2023
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