Business Context and Reporting Period
This Form 8-K reports on the annual meeting of stockholders held by Custom Truck One Source, Inc. on June 14, 2022. The filing details the voting outcomes for director elections, auditor ratification, and the approval of a new employee stock purchase plan.
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 events and does not contain financial performance data.
Material Changes and Voting Results
The following matters were submitted to a vote of security holders:
- Proposal One (Director Election): Four Class C directors were elected to serve until the 2025 annual meeting.
- Bryan Kelln: 197,460,165 votes For
- Georgia Nelson: 198,281,120 votes For
- Fred Ross: 195,829,325 votes For
- Mary Jackson: 214,648,244 votes For
- Proposal Two (Auditor Ratification): The appointment of Ernst & Young LLP as the independent registered public accounting firm for the fiscal year ending December 31, 2022, was ratified.
- For: 224,753,174
- Against: 10,799
- Abstain: 294,673
- Proposal Three (ESPP Approval): The Custom Truck One Source, Inc. 2022 Employee Stock Purchase Plan was approved.
- For: 215,583,515
- Against: 48,920
- Abstain: 6,507
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 serves as a record of the stockholder vote results.
Important Facts for Investors to Verify
- Confirmation that the newly elected directors (Kelln, Nelson, Ross, Jackson) have accepted their positions and will serve until 2025.
- Review of the definitive proxy statement (Schedule 14A filed May 2, 2022) for detailed terms of the approved 2022 Employee Stock Purchase Plan.
- Verification of the total shares outstanding and voting power represented by the "Broker Non-Votes" (9,419,704) in the director and ESPP proposals.