Business Context and Reporting Period
This Form 8-K reports on the 2026 Annual Meeting of Stockholders held by Neptune Insurance Holdings Inc. on May 28, 2026. The meeting was conducted virtually via live audio webcast.
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 voting results.
Material Changes and Voting Results
As of the record date (April 7, 2026), there were 94,895,913 shares of Class A Common Stock and 43,435,000 shares of Class B Common Stock outstanding. Class B shares carry ten votes per share, while Class A shares carry one vote per share. Approximately 70.98% of total voting power was represented at the meeting.
Proposal 1: Election of Directors
Two Class I directors were elected for a three-year term ending at the 2029 Annual Meeting:
- Trevor Burgess: 465,826,867 votes For; 4,750,045 votes Withheld; 4,749,977 Broker Non-Votes.
- Jonathan Carlon: 465,861,507 votes For; 4,715,404 votes Withheld; 4,749,977 Broker Non-Votes.
Proposal 2: Ratification of Independent Public Accountants
Stockholders ratified the appointment of PricewaterhouseCoopers LLP as independent public accountants for the fiscal year ending December 31, 2026:
- For: 475,278,678
- Against: 3,631
- Abstain: 45,991
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
- Confirmation of the dual-class voting structure (10:1 ratio for Class B vs. Class A) and its impact on control.
- Verification of the newly elected directors' tenure through the 2029 Annual Meeting.
- Confirmation that PricewaterhouseCoopers LLP is the appointed auditor for the fiscal year ending December 31, 2026.
- Review of the low number of "Against" votes (3,631) on the auditor ratification proposal.