American Well Corp 8-K, filed Jun 27, 2023
American Well Corp (AMWL)
About this 8-K
American Well Corp filed this 8-K on June 27, 2023, reporting on events of June 22, 2023.
Items reported
- Item 5.07: Shareholder vote results
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
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Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).
Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 5.07 Submission of Matters to a Vote of Security Holders.
The 2023 annual meeting of stockholders (the “Annual Meeting”) of American Well Corporation (the “Company”) was held on June 22, 2023. The Company previously filed with the Securities and Exchange Commission a definitive proxy statement and related materials pertaining to the Annual Meeting, which describe in detail each of the three proposals submitted to stockholders at the Annual Meeting. The final results for the votes regarding each proposal are set forth below.
Proposal 1 — Election of Directors
The stockholders of the Company elected each of the following Class III director nominees proposed by the Company’s Board of Directors to serve until the 2026 annual meeting of stockholders of the Company or until their respective successors have been duly elected and qualified. The voting results for each director nominee are as follows:
Name |
For |
Withheld |
Broker Non-Votes |
Dr. Peter Slavin |
335,472,295 |
43,251,240 |
23,291,673 |
Dr. Ido Schoenberg |
373,544,093 |
5,179,442 |
23,291,673 |
Dr. Roy Schoenberg |
373,908,389 |
4,815,146 |
23,291,673 |
Proposal 2 — Ratifying the Appointment of the Independent Registered Public Accounting Firm
The stockholders of the Company ratified the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2023. The voting results are as follows:
For |
Withheld |
Broker Non-Votes |
400,948,563 |
1,066,645 |
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Proposal 3 — Advisory Vote on Named Executive Officer Compensation
The stockholders of the Company approved, by a non-binding advisory vote, the compensation paid to the company’s named executive officers, as disclosed in the Compensation Discussion and Analysis and the related compensation tables and narrative disclosure in the proxy statement. The voting results are as follows:
For |
Withheld |
Broker Non-Votes |
343,920,194 |
34,803,341 |
23,291,673 |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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AMERICAN WELL CORPORATION |
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Date: |
June 27, 2023 |
By: |
/s/ Bradford Gay |
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Bradford Gay |