Forrester Research Inc.

05/13/2026 | Press release | Distributed by Public on 05/13/2026 14:06

Material Agreement, Management Change/Compensation (Form 8-K)

Item 1.01. Entry into a Material Definitive Agreement

At the Annual Meeting of Stockholders of Forrester Research, Inc. (the "Company") held on May 12, 2026 (the "Annual Meeting"), the stockholders of the Company approved the amendment and restatement of the Forrester Research, Inc. Third Amended and Restated Employee Stock Purchase Plan (the "Amended and Restated Employee Stock Purchase Plan"), pursuant to which the number of shares available for purchase was increased by 450,000 shares, as previously described in the Company's Proxy Statement on Schedule 14A filed on March 31, 2026, with such amendment and restatement effective as of March 25, 2026, the date of adoption by the Company's Board of Directors.

The Amended and Restated Employee Stock Purchase Plan is included with this Current Report on Form 8-K as Exhibit 10.1.

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

(e)

See Item 1.01.

Item 5.07 Submission of Matters to a Vote of Security Holders.

At the Annual Meeting, the proposals listed below were submitted to a vote of the stockholders.The proposals are described in the Company's definitive proxy statement for the Annual Meeting. Each of the proposals was approved by the stockholders pursuant to the voting results set forth below.

Proposal 1 - The election of six nominees to the Company's Board of Directors.

The six nominees named in the definitive proxy statement were elected to serve as directors. Information as to the vote on each director standing for election is provided below:

Nominee

For

Withheld

Broker Non-Votes

Robert Bennett

15,093,826

573,604

1,894,164

Neil Bradford

15,545,386

122,044

1,894,164

George F. Colony

15,526,010

141,420

1,894,164

Anthony Friscia

15,289,221

378,209

1,894,164

Corinne Munchbach

15,500,971

166,459

1,894,164

Warren Romine

15,566,731

100,699

1,894,164

Proposal 2 - Approval of an amendment and restatement of the Company's Third Amended and Restated Employee Stock Purchase Plan to increase the number of shares available for purchase under the plan.

The voting results were as follows:

For

Against

Abstaining

Broker Non-Votes

15,623,367

38,217

5,846

1,894,164

Proposal 3 - The ratification of the selection of PricewaterhouseCoopers LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2026.

The voting results were as follows:

For

Against

Abstaining

Broker Non-Votes

17,421,397

87,834

52,363

-0-

Proposal 4 - Approval by non-binding vote Forrester Research, Inc. executive compensation.

The voting results were as follows:

For

Against

Abstaining

Broker Non-Votes

15,073,307

156,133

437,990

1,894,164

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