nCino, Inc. Form 8-K Summary
Business Context and Reporting Period
nCino, Inc. filed this Current Report on June 28, 2023, regarding matters submitted to stockholders at the June 22, 2023 Annual Meeting. The filing does not report quarterly or annual financial results; the fiscal year referenced for the auditor appointment ends January 31, 2024.
Financial Metrics and Liquidity
The filing does not provide revenue, profit, cash flow, margins, debt, liquidity, or other operating or financial metrics.
Annual Meeting Results
| Proposal | Result |
|---|---|
| Election of three Class III directors | Jon Doyle, Jeffrey Horing, and William Spruill were elected to three-year terms. |
| Ratification of Ernst & Young LLP | Approved as the independent registered public accounting firm for the fiscal year ending January 31, 2024. |
| Advisory approval of named executive officer compensation | Approved on an advisory basis. |
Voting Participation and Detailed Results
As of the April 27, 2023 record date, 112,186,856 shares were entitled to vote. A total of 105,310,218 shares, or 93.8% of eligible shares, were represented virtually or by proxy.
- Jon Doyle: 67,794,113 for; 19,606,069 withheld; 17,910,036 broker non-votes.
- Jeffrey Horing: 79,967,070 for; 7,433,112 withheld; 17,910,036 broker non-votes.
- William Spruill: 86,813,229 for; 586,953 withheld; 17,910,036 broker non-votes.
- Auditor ratification: 104,828,499 for; 83,783 against; 397,936 abstained.
- Executive compensation: 74,472,173 for; 4,464,834 against; 8,463,175 abstained; 17,910,036 broker non-votes.
Material Changes, Outlook, and Risks
The filing does not disclose material changes to the business, management guidance, financial outlook, contingencies, litigation, or unusual items. The advisory compensation vote is non-binding.
Key Facts to Verify
- Confirm the three elected Class III directors and their three-year terms.
- Confirm Ernst & Young LLP’s appointment for the fiscal year ending January 31, 2024.
- Assess the level of stockholder support for executive compensation, including abstentions and broker non-votes.
- Review separate periodic filings for financial performance, liquidity, debt, guidance, and risk disclosures, which are not included in this 8-K.