UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
Current Report
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported):
(Exact name of Registrant as Specified in Its Charter)
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Registrant’s telephone number, including area code |
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(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
Securities registered pursuant to Section 12(b) of the Act:
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Trading |
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).
Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 5.07 Submission of Matters to a Vote of Security Holders.
On June 1, 2023, Definitive Healthcare Corp. (NASDAQ:DH) (the “Company”) held its 2023 Annual Meeting of Stockholders (the “Annual Meeting”). At the close of business on April 3, 2023, the record date for determination of stockholders entitled to vote at the Annual Meeting, there were 110,162,665 shares of Class A common stock and 44,218,741 shares of Class B common stock of the Company issued and outstanding. At the Annual Meeting, the stockholders of the Company (i) elected four Class II directors to serve a three-year term expiring at the annual meeting in 2026, or until their successors have been duly elected and qualified; (ii) approved, on a non-binding, advisory basis, a frequency of future non-binding advisory votes on the compensation of our named executive officers of one year; and (iii) ratified the selection of Deloitte & Touche LLP as the Company’s independent auditor for fiscal year 2023.
The final results are as follows:
Proposal #1: |
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For |
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Withhold |
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Broker Non-Votes |
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Election of Chris Egan |
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141,973,375 |
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2,930,251 |
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2,063,617 |
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Election of Samuel A. Hamood |
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142,001,523 |
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2,902,103 |
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2,063,617 |
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Election of Jill Larsen |
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130,600,677 |
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14,302,949 |
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2,063,617 |
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Election of Sastry Chilukuri |
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143,372,138 |
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1,531,488 |
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2,063,617 |
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Proposal #2: |
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1 Year |
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2 Years |
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3 Years |
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Abstain |
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Broker Non-Votes |
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Frequency of Future Advisory Vote on Named Executive Officer Compensation |
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144,374,698 |
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305,719 |
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218,960 |
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4,249 |
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2,063,617 |
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Proposal #3: |
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For |
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Against |
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Abstain |
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Ratification of Deloitte & Touche LLP as independent auditor for fiscal year 2023 |
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144,466,280 |
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2,468,804 |
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32,159 |
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Based on the results of the advisory vote on the frequency of advisory votes on the compensation of the Company’s named executive officers, the Company’s Board of Directors has determined that the Company will hold future advisory votes on the compensation of its named executive officers every year until the next required vote on the frequency of advisory votes on the compensation of its named executive officers.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
DEFINITIVE HEALTHCARE CORP. |
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By: |
/s/ Richard Booth |
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Name: |
Richard Booth |
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Title: |
Chief Financial Officer |
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Date: June 5, 2023 |