American Well Corp. 8-K Summary
Business Context and Reporting Period
This Form 8-K reports the results of the 2025 Annual Meeting of Stockholders held on June 11, 2025. The filing details the voting outcomes for three proposals submitted to shareholders.
Key Financial Metrics
The filing text does not provide a clear value for revenue, profit, cash flow, margins, debt, or liquidity. This report focuses exclusively on corporate governance voting results.
Material Changes and Voting Results
The following proposals were voted upon at the Annual Meeting:
- Proposal 1 (Election of Directors): All three Class II director nominees were elected to serve until the 2028 annual meeting.
- Mr. Stephen Schlegel: 18,018,064 For; 2,216,772 Withheld.
- Dr. Delos (Toby) Cosgrove: 18,243,841 For; 1,990,995 Withheld.
- Ms. Rivka Goldwasser: 18,210,793 For; 2,024,043 Withheld.
- Proposal 2 (Ratification of Auditors): Stockholders ratified the appointment of PricewaterhouseCoopers LLP as the independent registered public accounting firm for the fiscal year ending December 31, 2025.
- For: 22,756,163; Withheld: 19,373.
- Proposal 3 (Say-on-Pay): Stockholders approved the advisory vote on Named Executive Officer Compensation.
- For: 19,633,851; Withheld: 600,985.
Guidance, Outlook, and Risks
The filing text does not provide a clear value for guidance, outlook, management commentary, risks, contingencies, or unusual items.
Investor Verification Checklist
- Verify the definitive proxy statement filed previously for detailed biographies of the elected directors.
- Confirm the appointment of PricewaterhouseCoopers LLP for the 2025 fiscal year audit.
- Review the Compensation Discussion and Analysis in the proxy statement for details on the approved executive compensation.
- Note that 2,540,700 broker non-votes were recorded for the director election and say-on-pay proposals.