IDT Corporation

12/16/2025 | Press release | Distributed by Public on 12/16/2025 08:01

Proxy Results (Form 8-K)

Item 5.07 Submission of Matters to a Vote of Security Holders.

(a) IDT Corporation's (the "Company's") 2025 Annual Meeting of Stockholders was held on December 11, 2025 (the "Meeting"). Stockholders voted on the matters set forth below.

(b) (1) A majority of the votes present or represented at the Meeting by the holders of shares entitled to vote on the following matter were voted in connection with the election of each of the Board of Directors nominees named in the Proxy Statement of the Company.

The nominees for election to the Board of Directors were elected, each for a one-year term, based upon the following votes:

Nominee Votes For Votes Against Abstentions Broker Non-Vote % Votes For
Eric F. Cosentino 5,434,828 833,630 1,593 0 86.68
Howard S. Jonas 5,629,549 639,001 1,501 0 89.78
Irwin Katsof 5,696,829 571,701 1,521 0 90.86
Judah Schorr 5,516,105 752,428 1,518 0 87.98
Elaine S. Yatzkan 5,731,523 536,961 1,467 0 91.41

(2) A majority of the votes present or represented at the Meeting by the holders of shares entitled to vote on the following matter were voted in connection with the approval of an amendment to the IDT Corporation 2024 Equity Incentive Plan that will, among other things, increase the number of shares of the Company's Class B common stock available for the grant of awards thereunder by 175,000.

The number of votes cast with respect to this matter was as follows:

Votes For Votes Against Abstentions Broker Non-Vote % Votes For
5,359,038 895,690 15,323 0 85.47
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