Applied Digital Corp 8-K, filed Nov 13, 2023
Applied Digital Corp. (APLD)
8-K
2023-11-13
For: 2023-11-09
View Original
Added on
April 09, 2026
About this 8-K
Applied Digital Corp filed this 8-K on November 13, 2023, reporting on events of November 9, 2023.
Items reported
- Item 5.07: Shareholder vote results
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
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Item 5.07. Submission of Matters to a Vote of Security Holders.
On November 9, 2023, the Company held its Annual Meeting. At the Annual Meeting, the stockholders voted on (i) the election of seven director nominees (Proposal 1), (ii) the ratification of the appointment of the Company’s independent registered public accounting firm (Proposal 2), and (iii) the approval, on an advisory basis, of the compensation of the Company’s named executive officers (Proposal 3). Each of the proposals is described in more detail in the Company’s Proxy Statement filed with the Securities and Exchange Commission on September 29, 2023. The results of the votes are set forth below.
Proposal 1
The stockholders voted in favor of the election of the following director nominees as directors for a term of office expiring at the Company’s 2024 Annual Meeting of Stockholders and, in each case, until his or her successor is duly elected and qualified.
| Nominee | For | Withheld | Broker Non-Votes | ||||||||
| Wes Cummins | 61,117,049 | 2,941,478 | 20,384,539 | ||||||||
| Douglas Miller | 57,934,664 | 6,123,863 | 20,384,539 | ||||||||
| Kelli McDonald | 59,984,353 | 4,074,174 | 20,384,539 | ||||||||
| Virginia Moore | 58,042,472 | 6,016,055 | 20,384,539 | ||||||||
| Chuck Hastings | 57,659,903 | 6,398,624 | 20,384,539 | ||||||||
| Richard Nottenburg | 59,105,542 | 4,952,985 | 20,384,539 | ||||||||
| Kate Reed | 62,271,998 | 1,786,529 | 20,384,539 | ||||||||
Proposal 2
The stockholders ratified the appointment of Marcum LLP as the Company’s independent registered public accounting firm for the fiscal year ending May 31, 2024.
| For | Against | Abstain | Broker Non-Votes | ||||||||
| 84,263,067 | 85,109 | 94,890 | — | ||||||||
Proposal 3
The stockholders approved, on an advisory basis, the compensation of the Company’s named executive officers.
| For | Against | Abstain | Broker Non-Votes | ||||||||
| 55,041,649 | 7,898,511 | 1,118,367 | 20,384,539 | ||||||||
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| APPLIED DIGITAL CORPORATION | ||||||||||||||
| Date: | November 13, 2023 | By: | /s/ David Rench | |||||||||||
| David Rench Chief Financial Officer (Principal Financial Officer) | ||||||||||||||