Evolv Technologies Holdings Inc. filed SEC Form 8-K: Submission of Matters to a Vote of Security Holders
$EVLV
Computer peripheral equipment
Technology
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): June 20, 2025
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Item 5.07 Submission of Matters to a Vote of Security Holders.
On June 20, 2025, Evolv Technologies Holdings, Inc. (the “Company”) held its annual meeting of stockholders (the “Meeting”). At the Meeting, a total of 118,376,148 shares of Class A common stock were present in person or represented by proxy, representing approximately 72.41% percent of the Company’s Class A common stock outstanding as of the April 21, 2025 record date. The following are the voting results for the proposals considered and voted upon at the Meeting, each of which was described in the Company’s definitive proxy statement filed with the Securities and Exchange Commission on April 30, 2025.
Item 1 - Election of four Class I directors to serve until the Company’s annual meeting of stockholders to be held in 2028 and until their respective successors have been duly elected and qualified.
| Votes FOR | Votes WITHHELD | Broker Non-Votes | |||||||||||||||
| Kevin Charlton | 80,505,506 | 1,081,227 | 36,789,415 | ||||||||||||||
| John Kedzierski | 81,082,111 | 504,622 | 36,789,415 | ||||||||||||||
| Kimberly Sheehy | 71,596,161 | 9,990,572 | 36,789,415 | ||||||||||||||
| Bilal Zuberi | 72,948,504 | 8,638,229 | 36,789,415 | ||||||||||||||
Item 2 - Approval, on an advisory (non-binding) basis, of the compensation of the Company’s named executive officers.
| Votes FOR | Votes AGAINST | Votes ABSTAINED | Broker Non-Votes | |||||||||||||||||
| 79,961,618 | 1,425,477 | 199,638 | 36,789,415 | |||||||||||||||||
Item 3 - Ratification of the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2025.
| Votes FOR | Votes AGAINST | Votes ABSTAINED | Broker Non-Votes | |||||||||||||||||
| 117,624,914 | 546,936 | 204,298 | 0 | |||||||||||||||||
Based on the foregoing votes, each of Kevin Charlton, John Kedzierski, Kimberly Sheehy, and Bilal Zuberi was elected as a Class I director, and each of Items 2 and 3 was approved.
SIGNATURE
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.
| Evolv Technologies Holdings, Inc. | ||||||||
Date: June 23, 2025 | By: | /s/ John Kedzierski | ||||||
| Name: | John Kedzierski | |||||||
| Title: | Chief Executive Officer | |||||||