Business Context and Reporting Period
This Form 8-K reports on the 2023 Annual Meeting of Stockholders held by Organogenesis Holdings Inc. on June 13, 2023. The company is incorporated in Delaware and its Class A Common Stock trades on the Nasdaq Capital Market under the symbol ORGO.
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 rather than financial performance.
Material Changes and Voting Results
Three proposals were submitted to and approved by stockholders. A total of 101,816,504 shares were present or represented by proxy.
Director Elections
All eleven nominees were elected as Directors. Notable voting patterns included significant broker non-votes (36,365,523) across all candidates. The highest number of votes withheld was for Glenn H. Nussdorf (23,312,179) and Arthur S. Leibowitz (20,280,960).
- Alan A. Ades: 61,627,518 For / 3,823,463 Withheld
- Robert Ades: 61,626,993 For / 3,823,988 Withheld
- Michael J. Driscoll: 62,439,161 For / 3,011,820 Withheld
- Prathyusha Duraibabu: 63,265,527 For / 2,185,454 Withheld
- David Erani: 61,703,819 For / 3,747,162 Withheld
- Jon Giacomin: 47,474,289 For / 17,976,692 Withheld
- Gary S. Gillheeney, Sr.: 64,607,644 For / 843,337 Withheld
- Michele Korfin: 65,067,741 For / 383,240 Withheld
- Arthur S. Leibowitz: 45,170,021 For / 20,280,960 Withheld
- Glenn H. Nussdorf: 42,138,802 For / 23,312,179 Withheld
- Gilberto Quintero: 64,990,594 For / 460,387 Withheld
Executive Compensation (Say-on-Pay)
Stockholders approved the advisory proposal to ratify executive compensation.
- Votes For: 51,710,250
- Votes Against: 13,676,178
- Abstentions: 64,553
Auditor Ratification
Stockholders approved the ratification of RSM US LLP as the independent registered public accounting firm for the fiscal year ending December 31, 2023.
- Votes For: 101,491,715
- Votes Against: 238,798
- Abstentions: 85,991
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 is limited to the disclosure of voting results.
Investor Verification Checklist
- Verify the specific reasons for the high number of votes withheld for directors Glenn H. Nussdorf and Arthur S. Leibowitz by reviewing the definitive proxy statement filed on May 1, 2023.
- Confirm the total number of shares outstanding to calculate the percentage of ownership represented by the 36,365,523 broker non-votes.
- Review the "Say-on-Pay" results, noting that approximately 21% of votes cast were against the executive compensation proposal.
- Check subsequent filings for the company's financial performance, as this 8-K contains no financial data.