8-K

IBEX Ltd (IBEX)

8-K 2025-12-10 For: 2025-12-04
View Original
Added on April 07, 2026

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

____________________________________________________________

FORM 8-K

____________________________________________________________

CURRENT REPORT

Pursuant to Section 13 OR 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): December 4, 2025

____________________________________________________________

IBEX Limited

(Exact name of registrant as specified in its charter)

____________________________________________________________

Bermuda 001-38442 00-0000000
(State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.)

1717 Pennsylvania Avenue NW, Suite 825

Washington, District of Columbia 20006

(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code: (202) 580-6200

Not applicable

(Former name or former address, if changed since last report)

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 (see General Instruction A.2. below):

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of Each Class Trading Symbol(s) Name of Each Exchange on Which Registered
Common shares, par value of $0.0001 IBEX Nasdaq Global Market

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               x

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.               o

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

The 2025 annual general meeting of shareholders (“Annual Meeting”) of Ibex Limited (the “Company”) was held on December 5, 2025. The proposals identified herein were previously disclosed in the Company’s Definitive Proxy Statement on Schedule 14A as filed with the U.S. Securities and Exchange Commission on October 28, 2025, and supplemented on November 24, 2025, December 1, 2025 and December 5, 2025 (collectively, the “Proxy Statement”).

Proposal 1: Set the Number of Directors

The Company’s shareholders approved Proposal 1 to set the number of directors of the Company at a maximum of eight directors. The table below indicates the voting results:

For Against Abstain Broker Non-Votes
11,153,066 11,891 15,255 0

Proposal 2: Election of Directors

The Company’s shareholders elected the nominees for director as named in the Proxy Statement, each to hold office until the earlier of the next annual general meeting of the Company or their resignation or removal in accordance with the Company’s bye-laws. The table below indicates the voting results:

Nominee For Against Abstain Broker Non-Votes
Daniella Ballou-Aares 9,542,647 618,075 20,713 998,777
Karen Batungbacal 10,095,706 67,244 18,485 998,777
Fiona Beck 9,625,825 537,128 18,482 998,777
Robert Dechant 9,946,870 224,411 10,154 998,777
John (Jack) Jones 8,952,940 1,218,341 10,154 998,777
Patrick McGinnis 10,001,301 169,977 10,157 998,777
Mingzhe (JJ) Zhuang 10,035,620 127,322 18,493 998,777

Proposal 3: Permit the Board to Fill any Vacancy on the Board

The Company’s shareholders approved Proposal 3 providing the authority to the Company’s Board of Directors (the “Board”) to fill any vacancy on the Board left unfilled at the Annual Meeting. The table below indicates the voting results:

For Against Abstain Broker Non-Votes
10,096,841 72,875 11,719 998,777

Proposal 4: To Approve the Amended and Restated Ibex Limited 2020 Long-Term Incentive Plan

The Company’s shareholders approved Proposal 4 to approve the amendment and restatement of the Ibex Limited 2020 Long-Term Incentive Plan. The table below indicates the voting results:

For Against Abstain Broker Non-Votes
9,425,850 736,211 19,374 998,777

Proposal 5: Auditor Appointment and Remuneration

The Company’s shareholders approved the appointment of Deloitte & Touche LLP as the Company’s auditor and independent registered accounting firm and authorized the Company’s Audit Committee, acting on behalf of the Board, to fix the remuneration of Deloitte & Touche LLP for the fiscal year ended June 30, 2026. The table below indicates the voting results:

For Against Abstain Broker Non-Votes
11,098,946 53,447 27,819 0

Item 5.02(b). Departure of Director

On December 4, 2025, Mr. Mohammed Khaishgi notified the Company of his decision to withdraw as a nominee for election as a director at the Annual Meeting. Mr. Khaishgi withdrew as a nominee for personal reasons and not due to any disagreement on any matter relating to the Company’s operations, policies, or practices. As a result of his decision not to stand for re-election, his service on the Board ended immediately after the Annual Meeting and there is currently a vacancy on the Board. The Board and the Company are grateful for Mr. Khaishgi’s many years of service to the Company.

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.

IBEX LIMITED
(Registrant)
Date: December 10, 2025 /s/ Robert Dechant
(Signature)
Name: Robert Dechant
Title: Chief Executive Officer