Innodata Inc.

06/08/2026 | Press release | Distributed by Public on 06/08/2026 14:11

Proxy Results (Form 8-K)

Item 5.07. Submission of Matters to a Vote of Security Holders.
(a) Innodata Inc. (the "Company") held its Annual Meeting of Stockholders on June 4, 2026. At the Annual Meeting of Stockholders, the Company's Stockholders (1) elected all five of the Company's nominees for director; (2) approved the appointment of BDO India Services Private Limited to serve as the Company's independent auditors for the fiscal year ending December 31, 2026; (3) approved on a non-binding, advisory basis the compensation of the Company's named executive officers; and (4) approved the Amended and Restated Innodata Inc. Equity Compensation Plan.
(b) The following matters set forth in the Company's Proxy Statement dated April 24, 2026 were voted upon with the results indicated below:

Proposal #1- Election of Directors:

Name For Withheld Broker Non-Votes
Jack S. Abuhoff 10,402,786 219,413 8,877,299
Daniel H. (Don) Callahan 10,463,162 159,037 8,877,299
Richard D. Clarke 10,466,777 155,422 8,877,299
Louise C. Forlenza 10,056,562 565,637 8,877,299
Stewart R. Massey 9,620,745 1,001,454 8,877,299

Proposal #2- Ratification of the selection and appointment of BDO India Services Private Limited as the Company's independent auditors for the fiscal year ending December 31, 2026:

For Against Abstain
19,006,381 364,937 128,180

Proposal #3- Approval on a non-binding, advisory basis of the compensation of the Company's named executive officers:

For Against Abstain Broker Non-Votes
10,150,176 372,318 99,705 8,877,299

Proposal #4- Approval of the Amended and Restated Innodata Inc. Equity Compensation Plan:

For Against Abstain Broker Non-Votes
10,164,046 370,278 87,875 8,877,299
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