UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
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Item 5.07 | Submission of Matters to a Vote of Security Holders |
On July 26, 2022, Accolade, Inc. (the “Company”) held its 2022 Annual Meeting of Stockholders (the “Annual Meeting”). As of June 22, 2022, the record date for the Annual Meeting, 71,209,436 shares of common stock were outstanding and entitled to vote at the Annual Meeting. At the Annual Meeting, 47,148,290 shares of common stock were present in person or represented by proxy for the four proposals summarized below. The proposals are described in the Company’s definitive proxy statement for the Annual Meeting filed with the Securities and Exchange Commission on June 24, 2022 (the “Proxy Statement”).
Proposal 1: Election of Directors
The Company’s stockholders elected the three persons listed below as Class II directors, each to serve until the Company’s 2025 Annual Meeting of Stockholders and until their successors are duly elected and qualified. The final voting results are as follows:
For | Withheld | Broker Non-Vote | ||||
Mr. Thomas J. Neff | 23,270,627 | 16,656,448 | 7,221,215 | |||
Dr. Elizabeth Nabel | 20,602,496 | 19,324,579 | 7,221,215 | |||
Mr. Jeffrey Brodsky | 23,599,772 | 16,327,303 | 7,221,215 |
Proposal 2: Advisory Vote on Executive Compensation
The Company’s stockholders did not approve, on an advisory basis, the compensation paid to the Company’s named executive officers as disclosed in the Proxy Statement. The final voting results are as follows:
For | Against | Abstain | Broker Non-Votes | |||
18,699,525 | 21,202,835 | 24,715 | 7,221,215 |
Proposal 3: Advisory Vote on the Frequency of Solicitation of Advisory Stockholder Approval of Executive Compensation
The Company’s stockholders approved, on an advisory basis, the frequency for the solicitation of advisory stockholder approval of the compensation paid to the Company’s named executive officers. The final voting results are as follows:
One Year | Two Years | Three Years | Abstain | Broker Non-Votes | ||||
39,842,794 | 12,975 | 29,861 | 41,445 | 7,221,215 |
Based on these results and consistent with the Company’s recommendation, the Company’s board of directors has determined that the Company will conduct future stockholder advisory votes on the compensation program for its named executive officers every one year.
Proposal 4: Ratification of the Selection of Independent Registered Public Accounting Firm
The Company’s stockholders ratified the selection by the Audit Committee of KPMG LLP as the Company’s independent registered public accounting firm for the fiscal year ending February 28, 2023. The final voting results are as follows:
For | Against | Abstain | ||
46,928,973 | 49,714 | 169,603 |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Accolade, Inc. | ||
Dated: July 27, 2022 | ||
By: | /s/ Rajeev Singh | |
Rajeev Singh | ||
Chief Executive Officer |