Bitcoin Depot Inc.

12/18/2025 | Press release | Distributed by Public on 12/18/2025 10:35

Proxy Results (Form 8-K)

ITEM 5.07 SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

At the 2025 Annual Meeting of Stockholders of Bitcoin Depot Inc. (the "Company"), held on December 12, 2025, the Company's stockholders: (i) approved the proposal to elect seven director nominees to serve as members of the Board of Directors of the Company until the next annual meeting of stockholders; and (ii) ratified the appointment of Wolf & Company, P.C. as the Company's independent registered public accounting firm for the fiscal year ending on December 31, 2025.

Further information regarding each of these proposals is set forth in the Company's definitive proxy statement on Schedule 14A filed with the Securities and Exchange Commission on November 25, 2025. The total number of shares of common stock entitled to vote at the Annual Meeting was 413,821,692, of which 386,657,912 shares, or 93.44%, voted.

The table below shows the votes cast for, against, withheld or abstained and broker non-votes, as to each proposal, including a separate tabulation with respect to each nominee for director. There were no votes 'against' the proposal regarding the election of directors.

Proposal 1: To approve the proposal to elect seven directors:

Name

For

Withheld/Abstained

Broker Non-Votes

Brandon Mintz

383,926,960

2,730,952

0

Scott Buchanan

386,535,839

122,073

0

Dan Gardner

386,532,009

125,903

0

Teri G. Fontenot

386,522,754

135,158

0

Daniel Stabile

384,241,604

2,416,308

0

Bradley Strock

384,301,801

2,356,111

0

W. Alexander Holmes

386,531,666

126,246

0

Proposal 3: To ratify the appointment of Wolf & Company, P.C. as the Company's independent registered public accounting firm for the fiscal year ending on December 31, 2025:

For

Against

Withheld/Abstained

Broker Non-Votes

386,616,227

21,892

19,793

0

Bitcoin Depot Inc. published this content on December 18, 2025, and is solely responsible for the information contained herein. Distributed via Edgar on December 18, 2025 at 16:35 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 If you believe the information included in the content is inaccurate or outdated and requires editing or removal, please contact us at [email protected]