Open Lending Corporation

06/04/2026 | Press release | Distributed by Public on 06/04/2026 15:25

Proxy Results (Form 8-K)

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:
Name For Withhold Broker Non-Vote
Jessica Buss 59,717,769 20,469,144 22,126,203
William Dabbs Cavin 78,285,135 1,901,778 22,126,203
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:
For Against Abstain Broker Non-Vote
102,167,482 95,452 50,182 0
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:
For Against Abstain Broker Non-Vote
54,165,252 25,663,965 357,696 22,126,203
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:
For Against Abstain Broker Non-Vote
63,264,309 16,799,228 123,376 22,126,203
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:
For Against Abstain Broker Non-Vote
96,771,265 5,152,701 389,150 0
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