Business Context and Reporting Period
Grid Dynamics Holdings, Inc. filed a Form 8-K dated December 19, 2023, reporting the results of its 2023 Annual Meeting of Stockholders held on that date. Holders of 70,461,354 shares, representing 93.21% of voting power outstanding as of the October 26, 2023 record date, were present in person or by proxy, constituting a quorum.
Financial Metrics and Liquidity
This filing does not provide revenue, profit, cash flow, margin, debt, liquidity, or other operating and financial metrics.
Material Changes and Voting Results
| Proposal | Result |
|---|---|
| Election of Leonard Livschitz, Shuo Zhang, and Marina Levinson as Class I directors | All three nominees elected to serve until the 2026 annual meeting |
| Ratification of Grant Thornton LLP as independent registered public accounting firm for fiscal 2023 | Approved: 70,322,861 for, 517 against, and 137,976 abstentions |
| Advisory approval of named executive officer compensation | Approved: 36,608,011 for, 30,044,022 against, and 304,424 abstentions |
| Advisory vote on the frequency of future executive compensation votes | Annual voting approved: 65,474,151 votes for one-year frequency |
Consistent with the vote and the Board’s recommendation, the Company will hold advisory votes on named executive officer compensation every year until the next required frequency vote.
Guidance, Outlook, Risks, and Unusual Items
The filing does not provide financial guidance, operating outlook, risk updates, contingencies, or unusual financial items. The executive compensation approval was advisory and does not constitute a financial performance forecast.
Investor Verification Points
- Verify the elected Class I directors and their terms through the Company’s subsequent proxy or governance disclosures.
- Review the Company’s fiscal 2023 financial filings for operating results, liquidity, debt, and auditor-related information not included in this Form 8-K.
- Monitor future proxy materials for implementation of the annual advisory vote on executive compensation.
- Note the substantial opposition to the advisory executive compensation proposal: 30,044,022 votes against versus 36,608,011 for.