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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| Item 5.07 | Submission of Matters to a Vote of Security Holders. |
On March 26, 2026, ON24, Inc. (the “Company”) held a special meeting of stockholders (the “Special Meeting”). As of the close of business on February 23, 2026, the record date for the Special Meeting, there were 42,653,591 shares of the Company’s common stock, par value $0.0001 per share (“Common Stock”), outstanding and entitled to vote at the Special Meeting. A total of 36,978,551 shares of Common Stock were present or represented by proxy, representing approximately 87% of the votes entitled to be cast at the Special Meeting, which constituted a quorum to conduct business at the Special Meeting.
At the Special Meeting, the Company’s stockholders were asked to consider and vote on the following matters:
Proposal No. 1 (the “Merger Proposal”) was to consider and vote on the proposal to approve the Agreement and Plan of Merger, dated as of December 29, 2025, by and among the Company, Cvent Atlanta, LLC, a Delaware limited liability company (“Parent”), and Summit Sub Corp., a Delaware corporation and wholly owned direct subsidiary of Parent (“Merger Sub”), to effect the merger of Merger Sub with and into the Company, with the Company surviving such merger as a wholly owned subsidiary of Parent.
Proposal No. 2 (the “Adjournment Proposal”) was to consider and vote on the proposal to adjourn the Special Meeting to a later date or dates, if necessary or appropriate, to solicit additional proxies if there were insufficient votes to adopt the Merger Agreement at the time of the Special Meeting.
At the Special Meeting, the Merger Proposal was approved. Because the Merger Proposal was approved, the Adjournment Proposal was not necessary.
The final voting results for the Merger Proposal are set forth below.
| For |
Against |
Abstain | ||
| 36,820,608 | 45,228 | 112,715 |
No other business properly came before the Special Meeting.
Subject to the satisfaction or waiver of all of the conditions to the closing of the Merger in the Merger Agreement, the Merger is expected to be completed on or about April 1, 2026.
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.
| Date: March 27, 2026 | ON24, Inc. | |||||
| By: | /s/ Steven Vattuone | |||||
| Steven Vattuone | ||||||
| Chief Financial Officer | ||||||