Business Context and Reporting Period
This Form 8-K filing by ANGI Homeservices Inc. (ANGI) reports on the results of the annual meeting of stockholders held on June 26, 2019. The company is incorporated in Delaware and its Class A common stock trades on the Nasdaq Global Select Market under the symbol ANGI.
Key Financial Metrics
This filing is a current report regarding corporate governance and shareholder voting. It does not provide financial data such as revenue, profit, cash flow, margins, debt, or liquidity metrics.
Material Changes and Voting Results
Stockholders representing 74,169,884 shares of Class A common stock and 421,452,486 shares of Class B common stock voted on three matters. The Class B shares carry ten votes per share, while Class A shares carry one vote per share.
1. Election of Directors
Eleven directors were elected to hold office until the next annual meeting. All nominees received overwhelming support, with votes cast in favor ranging from approximately 4.258 billion to 4.271 billion. Votes withheld ranged from approximately 5.9 million to 18.9 million. There were 10,990,238 broker non-votes for each nominee.
- Thomas R. Evans: 4,268,861,242 votes in favor.
- Alesia J. Haas: 4,268,860,930 votes in favor.
- Angela R. Hicks Bowman: 4,262,864,087 votes in favor.
- Joseph Levin: 4,258,824,741 votes in favor.
- William B. Ridenour: 4,271,763,138 votes in favor.
- Glenn H. Schiffman: 4,262,913,304 votes in favor.
- Craig Smith: 4,270,320,858 votes in favor.
- Mark Stein: 4,262,914,414 votes in favor.
- Suzy Welch: 4,262,772,904 votes in favor.
- Gregg Winiarski: 4,262,914,804 votes in favor.
- Yilu Zhao: 4,268,862,160 votes in favor.
2. French Sub Plan Proposal
Stockholders approved a French Sub Plan under the ANGI Homeservices Inc. 2017 Stock and Annual Incentive Plan.
- Votes For: 4,263,762,609
- Votes Against: 13,932,394
- Abstentions: 9,503
- Broker Non-Votes: 10,990,238
3. Auditor Ratification Proposal
Stockholders ratified the appointment of Ernst & Young LLP as the independent registered public accounting firm for the year ended December 31, 2019.
- Votes For: 4,288,668,332
- Votes Against: 24,396
- Abstentions: 2,016
Guidance, Outlook, and Risks
The filing text does not provide management commentary, financial guidance, outlook, risks, contingencies, or unusual items. The document is strictly limited to the reporting of shareholder vote outcomes.
Key Facts for Investor Verification
- Voting Power Structure: Verify the impact of the dual-class structure where Class B shares hold 10 votes per share compared to Class A's 1 vote per share.
- Director Tenure: Confirm the terms of the newly elected directors extend only until the next annual meeting.
- Compensation Plan: Review the details of the approved French Sub Plan under the 2017 Stock and Annual Incentive Plan for potential dilution or expense implications.
- Auditor Continuity: Note the ratification of Ernst & Young LLP for the fiscal year ending December 31, 2019.