Business Context and Reporting Period
This Form 8-K Current Report from Organogenesis Holdings Inc. (ORGO) covers events occurring on June 15, 2026. The filing details the outcomes of the Company's 2026 Annual Meeting of Stockholders and the re-election of a director by holders of Series A Convertible Preferred Stock.
Key Financial Metrics
This filing is a corporate governance report and does not provide financial performance data. There are no disclosures regarding revenue, profit, cash flow, margins, debt, or liquidity in this document.
Material Changes and Corporate Actions
- Director Re-election (Series A): Holders of Series A Convertible Preferred Stock voted by written consent to re-elect Garrett Lustig to the Board of Directors.
- Annual Meeting Attendance: 129,564,421 shares of Class A common stock were present or represented by proxy. This included 38,470,359 shares issuable upon conversion of Series A Convertible Preferred Stock voting on an as-converted basis.
- Board Elections: Nine directors were elected to serve until the next Annual Meeting: Robert Ades, Michael J. Driscoll, Prathyusha Duraibabu, Jon Giacomin, Gary S. Gillheeney, Sr., Michele Korfin, Arthur S. Leibowitz, Glenn H. Nussdorf, and Gilberto Quintero.
- Executive Compensation: Stockholders approved, on an advisory basis, the compensation paid to named executive officers.
- Auditor Ratification: Stockholders ratified the appointment of RSM US LLP as the independent registered public accounting firm for the fiscal year ending December 31, 2026.
Voting Results Summary
| Proposal / Nominee | Votes For | Votes Against / Withheld | Broker Non-Votes |
|---|---|---|---|
| Director: Robert Ades | 85,064,304 | 235,293 (Withheld) | 44,264,824 |
| Director: Michael J. Driscoll | 76,582,548 | 8,717,049 (Withheld) | 44,264,824 |
| Director: Jon Giacomin | 64,825,495 | 20,474,102 (Withheld) | 44,264,824 |
| Director: Glenn H. Nussdorf | 61,049,018 | 24,250,579 (Withheld) | 44,264,824 |
| Executive Compensation (Say-on-Pay) | 72,516,011 | 12,722,258 (Against) | 44,264,824 |
| Ratify Auditor (RSM US LLP) | 128,421,160 | 856,933 (Against) | 0 |
Guidance, Outlook, and Risks
This filing contains no management commentary, financial guidance, outlook, or discussion of risks and contingencies. It strictly reports the results of shareholder votes.
Investor Verification Checklist
- Verify the full details of the three proposals and director biographies in the Definitive Proxy Statement filed on April 30, 2026.
- Note the significant number of broker non-votes (44,264,824) on director elections and executive compensation, indicating shares held by brokers that did not receive instructions.
- Confirm the tenure of the newly elected directors, which extends until the next Annual Meeting of Stockholders.
- Review the upcoming fiscal year-end (December 31, 2026) for which RSM US LLP has been ratified as the auditor.