Phunware Inc.

12/18/2025 | Press release | Distributed by Public on 12/18/2025 15:38

Proxy Results (Form 8-K)

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

On December 17, 2025, the Company held its 2025 Annual Meeting of Stockholders (the "2025 Annual Meeting"). The following matters were submitted to a vote of the Company's stockholders at the 2025 Annual meeting: (i) the election of two Class I directors to serve until the Company's 2028 annual meeting of stockholders or until their successors are duly elected and qualified; (ii) the ratification of the appointment of CBIZ CPAs P.C. as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2025; (iii) to consider a non-binding advisory vote to approve the compensation of the Company's named executive officers; and (iv) to consider the frequency for stockholders' non-binding advisory vote on compensation of the Company's named executive officers. The proposals are described in detail in the Company's definitive proxy statement for the 2025 Annual Meeting, filed with the Securities and Exchange Commission on October 31, 2025 (the "Definitive Proxy Statement").

Nominee

For

Against

Withheld/Abstentions

Broker Non-Votes

Jeremy Krol

2,087,084

0

117,831

5,646,493

Ed Lu

2,080,296

0

124,619

5,646,493

Biographical information for members of our board members can be found in our Definitive Proxy Statement.

Proposal

For

Against

Withheld/ Abstentions

Broker Non-Votes

Ratification of the appointment of CBIZ CPAs P.C. as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2025

7,458,805

172,459

220,144

0

Non-binding advisory vote to approve the compensation of the Company's named executive officers

1,939,816

204,395

60,704

5,646,493

Proposal

One

Two

Three

Withheld/Abstentions

Broker Non-Votes

Non-binding advisory vote on the frequency for stockholders' non-binding advisory vote on compensation of the Company's named executive officers

1,601,016

78,829

441,442

83,628

5,646,493

No other matters were submitted for stockholder action.

Phunware 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 21:38 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 If you believe the information included in the content is inaccurate or outdated and requires editing or removal, please contact us at [email protected]