Business Context and Reporting Period
This Form 8-K reports on the results of the 2023 Annual Meeting of Stockholders held by i3 Verticals, Inc. on February 24, 2023. The filing was submitted on February 27, 2023. The company is incorporated in Delaware and its Class A Common Stock trades on the Nasdaq Global Select Market under the symbol IIIV.
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 matters and voting results.
Material Changes and Voting Results
A total of 28,489,734 shares were present in person or by proxy, representing approximately 85.8% of outstanding Common Stock as of the January 13, 2023 record date. The following matters were approved:
- Election of Directors: Stockholders elected nine directors for a one-year term. All nominees received significant majority support, with "For" votes ranging from approximately 21 million to 25 million shares.
- Ratification of Auditors: Stockholders ratified the appointment of Deloitte & Touche LLP as the independent registered public accounting firm for the fiscal year ending September 30, 2023. The vote was overwhelmingly in favor (28,484,477 For vs. 2,129 Against).
Guidance, Outlook, and Risks
The filing text does not provide a clear value for financial guidance, management outlook, specific risks, contingencies, or unusual items. The document is limited to the disclosure of voting outcomes.
Key Facts for Investor Verification
- Verify the composition of the newly elected Board of Directors, noting that Decosta Jenkins received the highest "For" vote count (24,971,850) and Clay Whitson received the lowest (21,029,418), though all were elected.
- Confirm the engagement of Deloitte & Touche LLP as the auditor for the fiscal year ending September 30, 2023.
- Note the high shareholder participation rate of 85.8% at the Annual Meeting.