Item 5.07 Submission of Matters to a Vote of Security Holders.
On June 3, 2026, Open Lending Corporation (the "Company") held its Annual Meeting of Stockholders to consider and vote on the five proposals set forth below, each of which is described in greater detail in the Company's definitive proxy statement filed with the Securities and Exchange Commission on April 20, 2026. The final voting results are set forth below.
Proposal 1 - Election of Two Class III Director Nominees
The stockholders elected each of the two persons named below to serve as Class III members of the Company's board of directors, to serve until the Company's 2029 Annual Meeting of Stockholders and until his or her successor is duly elected and qualified. The results of such vote were as follows:
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Name
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For
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Withhold
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Broker Non-Vote
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Jessica Buss
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59,717,769
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20,469,144
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22,126,203
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William Dabbs Cavin
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78,285,135
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1,901,778
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22,126,203
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Proposal 2 - Ratification of the Appointment of Ernst & Young LLP as the Company's Independent Registered Public Accounting Firm
The stockholders ratified the appointment of Ernst & Young LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2026. The results of such vote were as follows:
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For
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Against
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Abstain
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Broker Non-Vote
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102,167,482
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95,452
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50,182
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0
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Proposal 3 - Nonbinding Advisory Vote Approving the Compensation of the Company's Named Executive Officers
The stockholders approved the compensation of the Company's named executive officers. The results of such vote were as follows:
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For
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Against
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Abstain
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Broker Non-Vote
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54,165,252
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25,663,965
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357,696
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22,126,203
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Proposal 4 - Stockholder Proposal Regarding the Declassification of the Company's Board of Directors
The stockholders approved the stockholder proposal regarding the declassification of the Company's board of directors. The results of such vote were as follows:
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For
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Against
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Abstain
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Broker Non-Vote
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63,264,309
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16,799,228
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123,376
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22,126,203
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Proposal 5 - Reverse Stock Split Proposal
The stockholders approved an amendment to the Company's Amended and Restated Certificate of Incorporation to effect a reverse stock split of the Company's shares of common stock at a ratio in the range from 1-for-5 to 1-for-7, and a proportionate decrease to the number of authorized shares of the Company's common stock, with the exact ratio to be set within such range at the discretion of the Company's board of directors without further action by the Company's stockholders. The results of such vote were as follows:
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For
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Against
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Abstain
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Broker Non-Vote
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96,771,265
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5,152,701
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389,150
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0
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1