Angi Inc. 2025 Annual Meeting: Directors Elected, Auditor Approved

Rhea-AI Filing Summary

Angi Inc. (NASDAQ: ANGI) filed a Form 8-K to disclose the final results of its June 17, 2025 Annual Meeting of Stockholders. Two proposals were submitted, both of which passed by clear majorities.

Proposal 1 – Board Elections: Stockholders elected four Class I directors to serve until the 2028 annual meeting. Support levels were high, ranging from 84.4 % to 97.7 % of votes cast FOR. Alesia J. Haas received the strongest backing (33.1 M FOR; 1.1 M WITHHOLD), while Thomas R. Evans drew the most opposition (28.9 M FOR; 5.3 M WITHHOLD). Broker non-votes totaled 5.4 M for each nominee.

Proposal 2 – Auditor Ratification: Ernst & Young LLP was reaffirmed as the Company’s independent registered public accounting firm for FY-2025 with 39.5 M votes FOR (99.7 %), 74 k AGAINST, and 18 k ABSTAIN.

Quorum & Voting Base: Of 47.95 M Class A shares outstanding as of April 21, 2025, approximately 39.6 M (82.5 %) were represented—comfortably above quorum requirements.

Implications: The results indicate continued shareholder confidence in the current board composition and audit oversight. No new material business actions or financial metrics were disclosed; therefore, the filing has limited immediate impact on valuation but provides governance transparency and stability.

Positive

• Strong shareholder support for all four director nominees, with up to 97.7 % FOR votes, signalling investor confidence in current leadership.
• Auditor ratification at 99.7 % demonstrates broad approval of Angi’s financial reporting oversight.

Negative

• Higher withhold rate (15.6 %) against director Thomas R. Evans may indicate isolated shareholder concerns, though immaterial to control.

Insights

Corporate Governance Analyst

TL;DR: Routine annual-meeting items passed; governance remains stable, with modest dissent toward one director.

The election results show solid shareholder endorsement of Angi’s board, with vote-FOR percentages above 84 % for all nominees. The slightly higher withhold rate (15.6 %) for Thomas R. Evans may hint at isolated governance concerns but is unlikely to trigger board action. Auditor ratification at 99.7 % suggests investor satisfaction with financial oversight. No compensation or anti-takeover measures were on the ballot, so strategic flexibility remains unchanged. Overall, this is a standard compliance disclosure with negligible strategic or financial ramifications.

Portfolio Manager

TL;DR: Filing is informational; nothing alters Angi’s risk-return profile or near-term catalysts.

From a portfolio perspective, the 8-K signals continuity: board lineup, audit partner, and share count remain the same. Turnout at 82 % is healthy and implies engaged ownership, which can mitigate governance risk premiums. However, absent earnings data, capital allocation updates, or strategic announcements, the filing does not change cash-flow projections or valuation models. I assign a neutral impact and maintain existing exposure predicated on fundamental performance rather than governance events.

8-K Event Classification

2 items: 5.07, 9.01

2 items

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

Results of a shareholder vote on proposals at an annual or special meeting.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, and exhibit attachments filed with this report.

Understanding 8-K Material Events →

0001705110FALSE00017051102025-06-172025-06-17

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): June 17, 2025

Angi Inc.

(Exact name of registrant as specified in charter)

Delaware

001-38220

82-1204801

(State or other jurisdiction of incorporation)

(Commission File Number)

(IRS Employer Identification No.)

3601 Walnut Street,			Suite 700
Denver,			CO						80205
(Address of principal executive offices)									(Zip Code)

Registrant’s telephone number, including area code: (303) 963-7200 

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class			Trading Symbol(s)			Name of each exchange on which registered
Class A Common Stock, par value $0.001			ANGI			The Nasdaq Stock Market LLC
						(Nasdaq Global Select Market)

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

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

On June 17, 2025, Angi Inc. (“Angi” or the “Company”) held its Annual Meeting of Stockholders (the “Annual Meeting”). At the Annual Meeting, stockholders of the Company voted on the proposals set forth below. These proposals are described in detail in the Company’s definitive proxy statement related to the Annual Meeting filed on April 30, 2025 with the U.S. Securities and Exchange Commission (the “SEC”). The final voting results on each of the matters submitted to a vote of the Company’s stockholders at the Annual Meeting are set forth below.

As of the close of business on April 21, 2025, the record date for the Annual Meeting, there were 47,950,314 shares of Angi Class A common stock outstanding and entitled to vote.

1.        A proposal to elect four Class I members of the Angi board of directors, each to hold office until the 2028 annual meeting of stockholders or until such director’s successor shall have been duly elected and qualified (or, if earlier, such director’s removal or resignation from the Angi board of directors). The stockholders elected each of the nominees to the Angi board of directors on the basis of the following voting results:

						FOR						WITHHOLD						BROKER NON-VOTE
Thomas R. Evans						28,878,204						5,327,203						5,373,888
Alesia J. Haas						33,091,546						1,113,861						5,373,888
Jeffrey W. Kip						33,426,498						778,909						5,373,888
Joseph Levin						31,709,868						2,495,539						5,373,888

2.        A proposal to ratify the appointment of Ernst & Young LLP as Angi’s independent registered public accounting firm for the 2025 fiscal year. This proposal was approved by the holders of Angi Class A common stock on the basis of the following voting results:

FOR						AGAINST						ABSTAIN
39,487,273						74,059						17,963

Item 9.01. Financial Statements and Exhibits

Exhibit Number			Description
104			Cover Page Interactive Data File (embedded within the Inline XBRL)

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

			ANGI INC.
			By:			/s/ Shannon M. Shaw
			Name:			Shannon M. Shaw
			Title:			Chief Legal Officer
Date: June 18, 2025

FAQ

What was the outcome of Angi Inc.'s 2025 board election?

All four Class I directors—Thomas R. Evans, Alesia J. Haas, Jeffrey W. Kip, and Joseph Levin—were elected, each receiving at least 28.9 M FOR votes.

How many shares were eligible to vote at Angi's 2025 Annual Meeting?

A total of 47,950,314 Class A shares were outstanding and entitled to vote as of April 21, 2025.

Was Angi's auditor for fiscal 2025 approved?

Yes. Ernst & Young LLP was ratified with 39,487,273 FOR votes (99.7 %).

What percentage of shares participated in the 2025 Annual Meeting?

Approximately 82.5 % of outstanding shares were represented, exceeding quorum requirements.

Did the 8-K include any financial performance data or guidance?

No. The filing focused solely on voting results; it contained no earnings or guidance information.