Business Context and Reporting Period
This Form 8-K reports on the 2026 Annual Meeting of Stockholders held by Grindr Inc. on June 2, 2026. The filing details the voting results for five proposals submitted to security holders. As of the record date of April 9, 2026, 177,218,700 shares of common stock were outstanding and entitled to vote.
Key Financial Metrics
This filing is a current report regarding corporate governance and shareholder voting. It does not contain financial statements, revenue, profit, cash flow, margin, debt, or liquidity data. The filing text does not provide a clear value for any financial metrics.
Material Changes and Voting Results
The following matters were voted upon at the Annual Meeting:
- Proposal One (Election of Directors): Stockholders elected eight directors to serve until the 2027 annual meeting. Notably, major stockholder and Board member G. Raymond Zage, III, refrained from voting 15,850,593 shares on all proposals to maintain his voting percentage prior to the commencement of the stock repurchase program.
- Proposal Two (Ratification of Auditors): Stockholders ratified the selection of Ernst & Young LLP as the independent registered public accounting firm for the fiscal year ending December 31, 2026.
- Proposal Three (Equity Incentive Plan): Stockholders approved the amendment and restatement of the Grindr Inc. 2022 Equity Incentive Plan.
- Proposal Four (Say-on-Pay): Stockholders cast an advisory vote on the compensation of named executive officers.
- Proposal Five (Say-on-Frequency): Stockholders voted on the frequency of future advisory votes on executive compensation. The "ONE YEAR" option received the most support.
Guidance, Outlook, and Management Commentary
Based on the voting results for Proposal Five and other factors, the Board determined that the Company will hold an advisory vote on named executive officer compensation every year. This annual frequency will continue until the Board decides to hold the next stockholder advisory vote on frequency, which must occur no later than the 2032 annual meeting of stockholders.
Important Facts for Investors to Verify
- Verify the specific terms of the amended and restated 2022 Equity Incentive Plan (Exhibit 10.1) to understand changes to equity compensation structures.
- Review the definitive proxy statement filed on April 30, 2026, for a complete description of the director nominees and the rationale behind the equity plan amendment.
- Confirm the impact of G. Raymond Zage, III's abstention on the effective voting power of other shareholders regarding the repurchase program context.
- Note that this filing contains no financial performance data; investors should refer to the most recent 10-K or 10-Q for financial health indicators.