Shutterstock, Inc. Form 8-K Summary
Business Context and Reporting Period
This Form 8-K reports on the Annual Meeting of Stockholders held by Shutterstock, Inc. on June 6, 2019. The record date for the meeting was April 18, 2019, with 35,194,501 shares of common stock outstanding and entitled to vote.
Key Financial Metrics
This filing is a current report regarding corporate governance and does not contain financial statements. Consequently, data regarding revenue, profit, cash flow, margins, debt, and liquidity are not provided in this document.
Material Changes and Voting Results
A quorum was established with 33,887,707 shares represented. The following matters were voted upon:
- Proposal One (Election of Director): Jonathan Oringer was elected as a Class I director to serve until the 2022 Annual Meeting.
- For: 31,524,868
- Withhold: 103,871
- Broker Non-Votes: 2,258,968
- Proposal Two (Advisory Vote on Executive Compensation): Stockholders approved the compensation of named executive officers.
- For: 31,441,844
- Against: 180,991
- Abstain: 5,904
- Broker Non-Votes: 2,258,968
- Proposal Three (Ratification of Auditors): Stockholders ratified the appointment of PricewaterhouseCoopers LLP as the independent registered public accounting firm for the fiscal year ending December 31, 2019.
- For: 33,725,710
- Against: 155,836
- Abstain: 6,161
Guidance, Outlook, and Risks
This filing does not contain management commentary, financial guidance, outlook, or disclosures regarding risks and contingencies.
Key Facts for Investor Verification
- Jonathan Oringer was re-elected to the Board of Directors with strong support.
- Executive compensation was approved by a significant majority of voting shares.
- PricewaterhouseCoopers LLP was ratified as the independent auditor for the 2019 fiscal year.
- Approximately 2.26 million shares were subject to broker non-votes on all proposals.