UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported)
(State or other jurisdiction of incorporation or organization) | (Commission File Number) | (I.R.S. Employer Identification Number) | ||||||||||||
(801 ) 727-1000
(Address, including Zip Code, and Telephone Number, including Area Code, of Registrant’s Principal Executive Offices)
Not Applicable
(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 (see General Instruction A.2):
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||||||
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
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 22, 2023, the Company held its 2023 Annual Meeting of Stockholders (the “Annual Meeting”). As of the close of business on April 28, 2023, the record date for the Annual Meeting, 85,470,082 shares of common stock of the Company were issued and outstanding and entitled to vote at the Annual Meeting. At the Annual Meeting, the stockholders voted on four proposals, each of which is described in more detail in the Company’s definitive proxy statement on Schedule 14A filed with the U.S. Securities and Exchange Commission on May 12, 2023. Stockholders approved each of the proposals presented for a vote. The tables below set forth the number of votes cast for and against, and the number of abstentions or broker non-votes, for each matter voted upon by the Company’s stockholders.
Proposal 1. The election of eleven directors to hold office until the 2024 Annual Meeting of Stockholders and until their successors are duly elected and qualified.
| For | Against | Abstain | Broker Non-Votes | |||||||||||
| Robert Selander | 75,250,232 | 1,902,584 | 47,112 | 3,582,568 | ||||||||||
| Jon Kessler | 76,751,884 | 402,580 | 45,464 | 3,582,568 | ||||||||||
| Stephen Neeleman, M.D. | 76,209,904 | 942,551 | 47,473 | 3,582,568 | ||||||||||
| Paul Black | 76,739,851 | 413,090 | 46,987 | 3,582,568 | ||||||||||
| Frank Corvino | 76,471,392 | 664,676 | 63,860 | 3,582,568 | ||||||||||
| Adrian Dillon | 76,732,974 | 420,381 | 46,573 | 3,582,568 | ||||||||||
| Evelyn Dilsaver | 74,446,560 | 2,706,721 | 46,647 | 3,582,568 | ||||||||||
| Debra McCowan | 75,377,166 | 1,776,322 | 46,440 | 3,582,568 | ||||||||||
| Rajesh Natarajan | 76,731,684 | 421,568 | 46,676 | 3,582,568 | ||||||||||
| Stuart Parker | 76,720,509 | 432,201 | 47,218 | 3,582,568 | ||||||||||
| Gayle Wellborn | 76,764,325 | 389,037 | 46,566 | 3,582,568 | ||||||||||
Proposal 2. The ratification of the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the fiscal year ending January 31, 2024. There were no broker non-votes for this proposal.
| For | Against | Abstain | ||||||
| 80,332,574 | 411,502 | 38,420 | ||||||
Proposal 3. The approval, on a non-binding, advisory basis, of the fiscal 2023 compensation paid to the Company’s named executive officers.
| For | Against | Abstain | Broker Non-Votes | ||||||||
| 75,659,879 | 1,493,077 | 46,972 | 3,582,568 | ||||||||
Proposal 4. The approval, on a non-binding, advisory basis, the frequency of future advisory votes on the compensation of the Company's named executive officers.
| 1 Year | 2 Years | 3 Years | Abstain | Broker Non-Votes | ||||||||||
| 75,401,947 | 4,891 | 1,751,278 | 41,812 | 3,582,568 | ||||||||||
Item 9.01 Financial Statements and Exhibits
(d) Exhibits
| Exhibit No. | Description | ||||
| 104 | Cover Page Interactive Data File (formatted in Inline XBRL) | ||||
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 hereunto duly authorized.
| HEALTHEQUITY, INC. | |||||||||||
| Date: June 22, 2023 | By: | /s/ Tyson Murdock | |||||||||
| Name: | Tyson Murdock | ||||||||||
| Title: | Executive Vice President and Chief Financial Officer | ||||||||||