Mitek Systems Inc.

03/04/2026 | Press release | Distributed by Public on 03/04/2026 05:01

Proxy Results (Form 8-K)

Item 5.07. Submission of Matters to a Vote of Security Holders.
On March 3, 2026, Mitek Systems, Inc. (the "Company") held an annual meeting of its stockholders (the "Annual Meeting"). As of January 16, 2026, the record date for the Annual Meeting, there were 45,299,662 shares of the Company's common stock outstanding and entitled to vote at the Annual Meeting. At the Annual Meeting, a total of 38,435,860 shares of the Company's common stock were represented in person or by proxy. Set forth below is a brief description of each matter voted upon at the Annual Meeting and the voting results with respect to each matter. Voting results are, when applicable, reported by rounding fractional share
voting down to the nearest round number. These proposals, each of which was approved by our stockholders at the Annual Meeting, are more fully described in the Company's definitive proxy statement for the Annual Meeting filed with the U.S. Securities and Exchange Commission on January 26, 2026 (the "Proxy Statement").
1.A proposal to elect the following eight directors to serve until the Company's 2027 annual meeting of stockholders or until their respective successors have been elected and qualified: Scott R. Carter, James D. Fay, Rahul Gupta, Susan J. Repo, Mark Rossi, Kimberly S. Stevenson, Donna C. Wells, and Edward H. West.
For Withheld Broker Non-Votes
Scott R. Carter 29,982,187 560,242 7,893,431
James D. Fay 30,023,328 519,101 7,893,431
Rahul Gupta 29,747,635 794,794 7,893,431
Susan J. Repo 29,705,233 837,196 7,893,431
Mark Rossi 30,041,478 500,951 7,893,431
Kimberly S. Stevenson 27,236,289 3,306,140 7,893,431
Donna C. Wells 29,773,935 768,494 7,893,431
Edward H. West
30,091,972 450,457 7,893,431
2.A proposal to ratify the appointment of BDO USA, P.C. as our independent registered public accounting firm for the fiscal year ending September 30, 2026;
For Against Abstained
37,908,316 312,544 215,000
3.A proposal to approve, on an advisory (non-binding) basis, the compensation of our named executive officers as presented in the Proxy Statement.
For Against Abstained Broker Non-Votes
24,713,903 5,634,426 194,100 7,893,431
4.A proposal to approve the Company's Amended and Restated Employee Stock Purchase Plan in order to add shares to the plan and extend the term of the ESPP as presented in the Proxy Statement.
For Against Abstained Broker Non-Votes
30,270,443 233,019 38,967 7,893,431
5.A proposal to approve the Company's Amended and Restated 2020 Incentive Plan as presented in the Proxy Statement.
For Against Abstained Broker Non-Votes
25,825,935 4,575,376 141,118 7,893,431
Mitek Systems Inc. published this content on March 04, 2026, and is solely responsible for the information contained herein. Distributed via EDGAR on March 04, 2026 at 11:01 UTC. If you believe the information included in the content is inaccurate or outdated and requires editing or removal, please contact us at [email protected]