Openlane Inc.

06/08/2026 | Press release | Distributed by Public on 06/08/2026 13:12

Proxy Results (Form 8-K)

Item 5.07 Submission of Matters to a Vote of Security Holders.
(a) The annual meeting of stockholders of OPENLANE, Inc. (the "Company") was held on June 5, 2026 ("Annual Meeting").
(b) At the Annual Meeting, the stockholders:
•elected the director nominee designated by Ignition Parent LP ("Apax Investor") to the Company's Board of Directors;
•elected the other eight director nominees to the Company's Board of Directors;
•approved, on an advisory basis, executive compensation; and
•ratified the appointment of KPMG LLP as the Company's independent registered public accounting firm for the fiscal year 2026.
The following are the final voting results for each of the four proposals voted on at the Annual Meeting.
1.Election of Director (Nominee Designated by the Apax Investor):*
NAME FOR AGAINST ABSTAIN BROKER
NON VOTES
Roy Mackenzie 16,939,789 0 0 0
* As described in the Company's proxy statement for the Annual Meeting, the holders of shares of Series A Convertible Preferred Stock, voting as a separate class, voted on the election of Mr. Mackenzie.
2.Election of Directors (Other Eight Nominees):
NAME FOR AGAINST ABSTAIN BROKER
NON VOTES
Randolph Altschuler 112,134,922 572,270 207,010 4,308,636
Carmel Galvin 110,988,467 1,765,650 160,085 4,308,636
J. Mark Howell 111,390,238 1,508,734 15,230 4,308,636
Stefan Jacoby 107,434,149 5,464,824 15,229 4,308,636
Peter Kelly 112,133,881 766,071 14,250 4,308,636
Michael T. Kestner 108,444,879 4,454,039 15,284 4,308,636
Mary Ellen Smith 111,121,765 1,632,497 159,940 4,308,636
Kelly Tuminelli 112,840,015 58,866 15,321 4,308,636
3.Advisory Vote on Executive Compensation:
FOR AGAINST ABSTAIN BROKER
NON VOTES
110,339,036 2,354,947 220,219 4,308,636
4.Ratification of Appointment of KPMG LLP:
FOR AGAINST ABSTAIN
116,244,513 756,707 221,618
Openlane Inc. published this content on June 08, 2026, and is solely responsible for the information contained herein. Distributed via EDGAR on June 08, 2026 at 19:12 UTC. If you believe the information included in the content is inaccurate or outdated and requires editing or removal, please contact us at [email protected]