Zedge Inc.

01/17/2025 | Press release | Distributed by Public on 01/17/2025 07:11

Proxy Results (Form 8-K)

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

(a) Zedge, Inc.'s (the "Company") Annual Meeting of Stockholders was held on January 15, 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
Mark Ghermezian 1,847,912 157,316 1,047 365,511 77.91
Elliot Gibber 1,860,453 144,562 1,259 365,511 78.44
Howard Jonas 1,994,707 10,564 1,005 365,511 84.10
Michael Jonas 1,933,162 72,051 1,063 365,511 81.51
Paul Packer 1,860,462 144,547 1,266 365,511 78.44
Gregory Suess 1,999,023 5,987 1,266 365,511 84.28

(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 the appointment of UHY LLP as the Company's independent registered public accounting firm for the Fiscal Year ending July 31, 2025.

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

Votes For Votes Against Abstentions Broker Non-Vote % Votes For
2,362,575 911 8,300 0 99.61

(3) 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 Company's 2016 Stock Option and Incentive Plan (the "Plan") that would, among other things, increase the number of shares of the Company's Class B common stock available for the grant of awards thereunder by 100,000.

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

Votes For Votes Against Abstentions Broker Non-Vote % Votes For
1,819,633 184,837 1,805 365,511 76.72

(4) 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 advisory vote on the compensation of the Named Executive Officers.

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

Votes For Votes Against Abstentions Broker Non-Vote % Votes For
1,987,212 16,754 2,309 365,511 83.79