Red Violet, Inc. current report, 25 May 2022

Red Violet, Inc. Form 8-K Summary

Business Context and Reporting Period

This Current Report on Form 8-K, dated May 25, 2022, details the results of Red Violet, Inc.'s 2022 Annual Meeting of Stockholders. The meeting was held on May 25, 2022, with a record date of April 12, 2022. The company is incorporated in Delaware and its common stock trades on the NASDAQ under the symbol RDVT.

Key Financial Metrics

The filing does not provide specific financial performance metrics such as revenue, profit, cash flow, margins, debt, or liquidity. This report focuses exclusively on corporate governance and shareholder voting outcomes.

Material Changes and Voting Results

Of the 13,523,067 shares outstanding, 9,705,579 shares were represented at the meeting. The following matters were voted upon:

  • Election of Directors: All five nominees were elected. Notably, Steven Rubin received significant vote withholding (3,094,382 votes withheld vs. 5,182,606 for), while other nominees received over 8 million votes in favor.
  • Ratification of Auditors: Stockholders overwhelmingly ratified the appointment of Grant Thornton, LLP as the independent public accounting firm for 2022 (9,705,185 for vs. 309 against).
  • Stock Incentive Plan Amendment: Stockholders approved an amendment to the 2018 Stock Incentive Plan, increasing the number of shares available for issuance from 4,500,000 to 6,500,000. The vote was 6,611,311 for and 1,657,626 against.
  • Say on Pay: Stockholders approved, on an advisory basis, the compensation of named executive officers for 2021. The vote was 6,583,838 for and 1,690,157 against.

Guidance, Outlook, and Risks

The filing contains no management commentary regarding future guidance, outlook, risks, contingencies, or unusual items. It is a procedural report of shareholder voting results.

Key Facts for Investor Verification

  • Verify the specific reasons for the high number of votes withheld for director nominee Steven Rubin compared to other board members.
  • Confirm the impact of the increased share pool (from 4.5M to 6.5M) on potential future dilution.
  • Review the definitive proxy statement filed on April 22, 2022, for detailed terms of the Stock Incentive Plan amendment.
  • Note that this filing does not contain updated financial performance data; refer to the most recent 10-K or 10-Q for financial metrics.