UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of the
Securities Exchange Act of 1934
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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).
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| Item 5.07. | Submission of Matters to a Vote of Security Holders. |
On June 14, 2022, Vimeo, Inc. (“Vimeo” or the “Company”) held its Annual Meeting of Stockholders (the “Annual Meeting”). At the Annual Meeting, stockholders of the Company voted on the proposals set forth below. The final voting results on each of the matters submitted to a vote of the Company’s stockholders at the Annual Meeting are set forth below.
As of the close of business on April 18, 2022, the record date for the Annual Meeting, there were 156,884,951 shares of Vimeo common stock (entitled to one vote per share) and 9,399,250 shares of Vimeo Class B common stock (entitled to ten votes per share) outstanding and entitled to vote. Vimeo common stock and Class B common stock are collectively referred to as Vimeo capital stock.
| 1. | A proposal to elect eleven members of Vimeo’s board of directors, each to hold office until the next succeeding annual meeting of stockholders or until such director’s successor shall have been duly elected and qualified (or, if earlier, such director’s removal or resignation from the Vimeo board of directors). The stockholders elected each of the nominees to the Vimeo board of directors on the basis of the following voting results. |
Elected by holders of Vimeo common stock voting as a separate class:
| FOR | WITHHELD | BROKER NON-VOTES | |||
| Alesia J. Haas | 102,808,443 | 28,874,656 | 10,016,546 | ||
| Ida Kane | 107,685,718 | 23,997,381 | 10,016,546 | ||
| Shelton “Spike” Lee | 107,542,781 | 24,140,318 | 10,016,546 | ||
Elected by holders of Vimeo Capital Stock voting as a single class:
| FOR | WITHHELD | BROKER NON-VOTES | |||
| Adam Gross | 201,675,793 | 23,999,806 | 10,016,546 | ||
| Kendall Handler | 199,390,687 | 26,284,912 | 10,016,546 | ||
| Jay Herratti | 224,433,742 | 1,241,857 | 10,016,546 | ||
| Mo Koyfman | 197,723,284 | 27,952,315 | 10,016,546 | ||
| Joseph Levin | 178,683,696 | 46,991,903 | 10,016,546 | ||
| Nabil Mallick | 201,608,894 | 24,066,705 | 10,016,546 | ||
| Glenn H. Schiffman | 199,571,408 | 26,104,191 | 10,016,546 | ||
| Anjali Sud | 201,585,654 | 24,089,945 | 10,016,546 | ||
| 2. | A proposal to ratify the appointment of Ernst & Young LLP as Vimeo’s independent registered public accounting firm for the 2022 fiscal year. The proposal was approved on the basis of the following voting results: |
| FOR | AGAINST | ABSTAIN | |||
| 235,465,067 | 186,121 | 40,957 |
| Item 9.01 |
Financial Statements and Exhibits. |
| Exhibit No. | Description | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). |
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.
| VIMEO, INC. | ||
| By: | /s/ Michael A. Cheah | |
| Name: | Michael A. Cheah | |
| Title: | General Counsel and Secretary | |
Date: June 16, 2022