Rapid7, Inc. current report, 08 June 2023

Rapid7, Inc. Form 8-K Summary

Business Context and Reporting Period

This Current Report on Form 8-K, dated June 8, 2023, details the results of Rapid7, Inc.'s 2023 Annual Meeting of Stockholders. The meeting was held on June 8, 2023, with a quorum present to vote on three specific proposals regarding corporate governance and executive oversight.

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 the outcomes of stockholder votes and does not contain financial performance data.

Material Changes and Voting Results

Stockholders approved all three proposals submitted for a vote:

  • Proposal 1 (Election of Directors): All nine nominees were elected to serve until the 2024 Annual Meeting. Voting results varied by nominee, with "Votes For" ranging from approximately 40.4 million to 44.7 million shares. "Votes Withheld" ranged from approximately 0.8 million to 4.9 million shares. There were no abstentions.
  • Proposal 2 (Ratification of Auditors): Stockholders ratified the selection of KPMG LLP as the independent registered public accounting firm for the fiscal year ending December 31, 2023. The vote was 51,671,662 For, 136,172 Against, and 18,307 Abstentions.
  • Proposal 3 (Executive Compensation): Stockholders approved, on a non-binding advisory basis, the compensation of the named executive officers. The vote was 41,271,966 For, 4,236,992 Against, and 24,649 Abstentions.

Guidance, Outlook, and Risks

The filing text does not provide a clear value for guidance, outlook, management commentary, risks, contingencies, or unusual items. The document is limited to reporting the administrative results of the annual meeting.

Key Facts for Investor Verification

  • Verify the specific number of shares withheld for each director nominee, particularly Ben Holzman and J. Benjamin Nye, who received the highest number of withheld votes.
  • Confirm the total number of shares represented at the meeting by summing votes for, against, withheld, and broker non-votes to assess overall stockholder engagement.
  • Review the definitive proxy statement (Schedule 14A) filed on April 20, 2023, for detailed context on the executive compensation package approved in Proposal 3.