HealthEquity Inc.

06/26/2026 | Press release | Distributed by Public on 06/26/2026 14:08

Proxy Results (Form 8-K)

Item 5.07 Submission of Matters to a Vote of Security Holders.
On June 25, 2026, the Company held its 2026 Annual Meeting. As of the close of business on May 6, 2026, the record date for the Annual Meeting, 83,830,457 shares of common stock of the Company were issued and outstanding and entitled to vote at the Annual Meeting. At the Annual Meeting, the stockholders voted on five proposals, each of which is described in more detail in the Company's definitive proxy statement on Schedule 14A filed with the U.S. Securities and Exchange Commission on May 13, 2026. Stockholders approved each of the proposals presented for a vote. The tables below set forth the number of votes cast for and against, and the number of abstentions or broker non-votes, for each matter voted upon by the Company's stockholders.
Proposal 1. The election of ten directors to hold office until the 2027 Annual Meeting of Stockholders and until their successors are duly elected and qualified.
For Against Abstain Broker Non-Votes
Robert Selander 74,453,187 1,442,014 35,205 3,822,795
Scott Cutler 75,542,815 353,789 33,802 3,822,795
Stephen Neeleman, M.D. 75,032,571 864,875 32,960 3,822,795
Adrian Dillon 74,828,471 1,066,059 35,876 3,822,795
Evelyn Dilsaver 74,762,646 1,131,196 36,564 3,822,795
William Gassen 75,701,238 193,566 35,602 3,822,795
Debra McCowan 74,683,289 1,209,511 37,606 3,822,795
Rajesh Natarajan 75,770,615 124,053 35,738 3,822,795
Stuart Parker 75,662,488 231,609 36,309 3,822,795
Gayle Wellborn 75,005,354 811,661 113,391 3,822,795
Proposal 2. The ratification of the appointment of PricewaterhouseCoopers LLP as the Company's independent registered public accounting firm for the fiscal year ending January 31, 2027. There were no broker non-votes for this proposal.
For Against Abstain
79,249,985 449,600 53,616
Proposal 3. The approval, on a non-binding, advisory basis, of the fiscal 2026 compensation paid to the Company's named executive officers.
For Against Abstain Broker Non-Votes
74,032,348 1,852,931 45,127 3,822,795
Proposal 4. The approval of the HealthEquity, Inc. 2026 Employee Stock Purchase Plan.
For Against Abstain Broker Non-Votes
75,717,841 190,964 21,601 3,822,795
Proposal 5. The approval of the Amended and Restated HealthEquity, Inc. 2024 Equity Incentive Plan.
For Against Abstain Broker Non-Votes
73,514,259 2,366,900 49,247 3,822,795
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