Olo Inc.

26/06/2024 | Press release | Distributed by Public on 26/06/2024 19:28

Submission of Matters to a Vote of Security Holders Form 8 K

Item 5.07. Submission of Matters to a Vote of Security Holders.
On June 20, 2024, Olo Inc. (the "Company") held its 2024 annual meeting of stockholders (the "Annual Meeting"). Present at the Annual Meeting, virtually or by proxy, were stockholders who held 136,466,063 shares of common stock of the Company, representing approximately 89.66% of the voting power of the shares of common stock of the Company as of the close of business on April 22, 2024, the record date for the Annual Meeting, and constituting a quorum for the transaction of business.
The stockholders of the Company voted on the following four proposals at the Annual Meeting, each of which is described in more detail in the Company's definitive proxy statement filed with the U.S. Securities and Exchange Commission on April 25, 2024.
1.To elect three Class III directors: Brandon Gardner, David Frankel, and Zuhairah Washington, each to hold office until the Company's annual meeting of stockholders in 2027;
2.To ratify the selection by the audit committee of the Company's board of directors (the "Board") of Deloitte & Touche LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2024;
3.To approve an amendment to the Company's Amended and Restated Certificate of Incorporation to limit liability of certain officers as permitted by Delaware law; and
4.To approve, on a non-binding advisory basis, the compensation of the Company's named executive officers.
1.Election of Directors
Nominee For Withhold Broker Non-Vote
Brandon Gardner 561,910,587 15,707,298 9,781,478
David Frankel 541,245,631 36,372,254 9,781,478
Zuhairah Washington 570,971,870 6,646,015 9,781,478
Based on the votes set forth above, each director nominee was duly elected to serve until the Company's annual meeting of stockholders in 2027.
2. Ratification of Appointment of Independent Registered Public Accounting Firm
For Against Abstain
587,245,843 42,931 110,589
Based on the votes set forth above, the stockholders ratified the selection of Deloitte & Touche LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2024.
3. Approval of an Amendment to the Company's Amended and Restated Certificate of Incorporation to Limit Liability of Certain Officers as Permitted by Delaware Law
For Against Abstain Broker Non-Vote
531,878,361 44,828,952 910,572 9,781,478
Based on the votes set forth above, the stockholders approved an amendment to the Company's Amended and Restated Certificate of Incorporation to limit liability of certain officers as permitted by Delaware law.
4. Approval, on a Non-Binding Advisory Basis, of the Compensation of the Company's Named Executive Officers
For Against Abstain Broker Non-Vote
563,921,180 12,784,874 911,831 9,781,478
Based on the votes set forth above, the stockholders approved, on a non-binding advisory basis, the compensation of the Company's named executive officers.
No other matters were submitted for stockholder action at the Annual Meeting.