Business Context and Reporting Period
This Form 8-K reports on the 2023 Annual Meeting of Stockholders for Lindblad Expeditions Holdings, Inc., held on June 1, 2023. The filing details the voting results for five proposals submitted to security holders.
Key Financial Metrics
This filing is a current report regarding corporate governance and does not contain financial performance data. Consequently, there are no reported values for revenue, profit, cash flow, margins, debt, or liquidity in this document.
Material Changes and Voting Results
The filing discloses the following material outcomes from the Annual Meeting:
- Quorum: A total of 53,765,632 shares were represented, constituting a quorum out of 60,807,792 total votes entitled.
- Proposal 1 (Election of Directors): Stockholders elected L. Dyson Dryden, John M. Fahey, and Catherine B. Reynolds as Class B directors.
- L. Dyson Dryden: 35,800,556 For; 10,057,285 Withheld.
- John M. Fahey: 32,338,829 For; 13,519,012 Withheld.
- Catherine B. Reynolds: 40,737,998 For; 5,119,843 Withheld.
- Proposal 2 (Say-on-Pay): Stockholders approved the advisory resolution on 2022 executive compensation.
- For: 37,675,204
- Against: 6,787,689
- Abstain: 1,394,947
- Proposal 3 (Auditor Ratification): Stockholders ratified the appointment of Ernst & Young LLP as the independent registered public accounting firm for fiscal year 2023.
- For: 53,437,738
- Against: 3,314
- Abstain: 324,580
Guidance, Outlook, and Risks
The filing text does not provide management commentary, financial guidance, outlook, or specific risk factors. It is strictly a disclosure of voting results and corporate actions.
Investor Verification Checklist
- Verify the specific terms of the newly elected directors (Dryden, Fahey, Reynolds) in the company's charter or proxy statement.
- Review the full 2022 Executive Compensation section referenced in Proposal 2 for detailed pay metrics.
- Confirm the engagement letter details with Ernst & Young LLP for the 2023 fiscal year.
- Note that this document contains no financial data; refer to the most recent 10-K or 10-Q for financial performance.