Business Context and Reporting Period
This Form 8-K reports on the 2025 Annual Meeting of Shareholders held by Manhattan Associates, Inc. on May 13, 2025, in Atlanta, Georgia. The filing details the voting results for director elections, executive compensation, and auditor ratification.
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 and shareholder voting outcomes.
Material Changes and Voting Results
Shareholder participation was high, with holders of 55,988,055 shares (approximately 92% of the 60,714,597 shares entitled to vote) present in person or by proxy. The following matters were approved:
- Election of Class III Directors: Thomas E. Noonan and Kimberly A. Kuryea were elected to terms expiring in 2028. Both received a majority of votes cast.
- Executive Compensation: Shareholders approved the non-binding resolution to approve the compensation of named executive officers.
- Auditor Ratification: Shareholders ratified the appointment of Ernst & Young LLP as the independent registered public accounting firm for the fiscal year ending December 31, 2025.
Guidance, Outlook, and Risks
The filing text does not provide a clear value for guidance, outlook, management commentary, risks, contingencies, or unusual items.
Key Facts for Investor Verification
- Verify the specific vote counts for director Thomas E. Noonan, who received a higher number of "Against" votes (10,292,498) compared to Kimberly A. Kuryea (5,977,453).
- Confirm the record date of March 18, 2025, for the 60,714,597 shares entitled to vote.
- Note that Ernst & Young LLP was ratified for the fiscal year ending December 31, 2025.
- Observe that 2,465,083 broker non-votes were recorded for the director election and executive compensation proposals.