STOCK TITAN

Anterix Inc. (NASDAQ: ATEX) OKs stock plan share increase and all proposals

(Moderate)
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Anterix Inc. held its 2026 Annual Meeting of Stockholders virtually on August 4, 2026, with a quorum of 17,347,869 shares of common stock represented, or 90.06% of the 19,261,270 shares issued, outstanding and eligible to vote as of the June 11, 2026 record date.

Stockholders approved Amendment No. 2 to the Anterix Inc. 2023 Stock Plan, increasing the shares of common stock available for issuance under the plan by 1.0 million shares. All seven director nominees were elected. On a non-binding, advisory basis, stockholders approved executive compensation and supported holding future say-on-pay votes every one year. Stockholders also ratified the appointment of Deloitte & Touche LLP as independent registered public accounting firm for the fiscal year ending March 31, 2027.

Positive

  • None.

Negative

  • None.

Filing Explained

The August 4 approval expands the 2023 Plan’s capacity by 1.0 million common shares. The filing records capacity, not a current issuance; dilution for existing holders would arise only if additional shares are later issued under the plan.

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers Governance
Key personnel changes including departures, elections, or appointments of directors and executive officers.
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.
Increase in 2023 Stock Plan share pool 1.0 million shares Additional common stock available for issuance under the 2023 Stock Plan via Amendment No. 2
Shares outstanding eligible to vote 19,261,270 shares Common stock issued, outstanding and eligible to vote as of June 11, 2026 record date
Shares represented at Annual Meeting 17,347,869 shares Common stock present in person or by proxy at the August 4, 2026 Annual Meeting
Meeting quorum percentage 90.06% Portion of eligible common stock represented at the 2026 Annual Meeting
Say-on-pay FOR votes 14,641,617 Votes cast in favor of advisory approval of named executive officer compensation
Plan Amendment FOR votes 13,558,280 Votes cast in favor of Amendment No. 2 to the Anterix Inc. 2023 Stock Plan
Auditor ratification FOR votes 17,331,529 Votes cast to ratify Deloitte & Touche LLP for the fiscal year ending March 31, 2027
non-binding, advisory basis regulatory
"stockholders approved, on a non-binding, advisory basis, the compensation"
A non-binding, advisory basis means a recommendation or decision that carries no legal force and does not obligate the parties to act; it’s similar to a friendly suggestion rather than a signed promise. For investors, this matters because such guidance can influence market expectations and management plans but offers no guarantee of follow-through, so investors should treat it as informative input rather than a firm commitment.
broker non-votes regulatory
"the number of “ABSTENTIONS” and “BROKER NON-VOTES” for each nominee"
Broker non-votes occur when a brokerage firm is unable to vote on a shareholder’s behalf during a company election or decision because the shareholder has not given specific voting instructions, and the broker is not allowed or chooses not to vote on certain matters. They are important because they can affect the outcome of votes, especially when the results are close, by effectively reducing the total number of votes cast.
record date regulatory
"eligible to vote as of the record date on June 11, 2026"
The record date is the specific day when a company determines which shareholders are eligible to receive a dividend or participate in an upcoming vote. It’s like a cutoff date; if you own the stock on that day, you get the benefits or voting rights. This date matters because it decides who qualifies for certain company benefits.
independent registered public accounting firm regulatory
"appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm"
An independent registered public accounting firm is an outside accounting company officially registered with the government regulator to examine and report on a public company's financial records and controls. Investors treat its reports like an impartial inspector’s certificate — they add credibility to financial statements, help spot errors or misleading claims, and reduce the risk that shareholders are relying on unchecked or biased numbers.
Stock Plan financial
"Amendment No. 2 to the Anterix Inc. 2023 Stock Plan"

AI-generated analysis. How Rhea-AI works. Not financial advice.

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FAQ

What change to the 2023 Stock Plan did Anterix Inc. (ATEX) stockholders approve?

Anterix stockholders approved Amendment No. 2 to the 2023 Stock Plan, increasing the shares of common stock available for issuance under the plan by 1.0 million shares, as recommended by the board of directors.

How many Anterix (ATEX) shares were represented at the 2026 Annual Meeting?

At the 2026 Annual Meeting, 17,347,869 shares of Anterix common stock were represented, constituting about 90.06% of the 19,261,270 shares issued, outstanding and eligible to vote as of June 11, 2026.

Did Anterix (ATEX) stockholders approve executive compensation at the meeting?

Yes. On a non-binding, advisory basis, stockholders approved the compensation of Anterix’s named executive officers, with 14,641,617 votes "FOR", 15,894 "AGAINST" and 1,847 abstentions, plus 2,688,511 broker non-votes recorded.

How often will Anterix (ATEX) hold future advisory votes on executive pay?

Stockholders supported a one-year frequency for future advisory votes on named executive officer compensation, with 14,425,357 votes for one year, compared with 12,775 for two years and 219,765 for three years.

Which audit firm did Anterix (ATEX) stockholders ratify for fiscal 2027?

Stockholders ratified Deloitte & Touche LLP as Anterix’s independent registered public accounting firm for the fiscal year ending March 31, 2027, with 17,331,529 votes "FOR", 618 "AGAINST" and 15,722 abstentions.

Were all Anterix (ATEX) director nominees elected at the 2026 Annual Meeting?

Yes. All seven nominees—Jeffrey A. Altman, Leslie B. Daniels, Mark A. Fleischhauer, William E. Heard, Thomas R. Kuhn, Scott A. Lang and Mahvash Yazdi—received more "FOR" than "AGAINST" votes and were elected as directors.
FALSE00013044923 Garret Mountain PlazaSuite 401Woodland ParkNJ00013044922026-08-042026-08-04

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): August 4, 2026
Anterix Inc.
(Exact name of registrant as specified in its charter)
Delaware001-3682733-0745043
(State or other jurisdiction (Commission File Number)(IRS Employer
of incorporation)Identification No.)
3 Garret Mountain Plaza
Suite 401
Woodland Park, NJ
07424
(Address of principal executive offices)(Zip Code)
(973) 771-0300
Registrant’s telephone number, including area code
Not applicable
(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(b))
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 classTrading symbolName of Each Exchange on which registered
Common Stock, $0.0001 par valueATEX The Nasdaq Stock Market LLC
 (NASDAQ Capital Market)
Indicate by check mark whether the registrant is an emerging growth company as defined in 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 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On August 4, 2026, the stockholders of Anterix Inc. (the “Company”) approved Amendment No. 2 (the “Plan Amendment”) to the Anterix Inc. 2023 Stock Plan (the “2023 Plan”) at the Company’s 2026 Annual Meeting of Stockholders (the “Annual Meeting”). The Plan Amendment, which had been previously adopted by the Company’s Board of Directors on June 22, 2026, increases the number of shares of common stock (the “Common Stock”) available for issuance under the 2023 Plan by 1.0 million shares.

The foregoing description of the terms and conditions of the Plan Amendment is qualified in its entirety by reference to the full text of the Plan Amendment, a copy of which is filed as Exhibit 10.1 hereto and incorporated herein by reference.
Item 5.07 Submission of Matters to a Vote of Security Holders.

On August 4, 2026, the Company held its Annual Meeting virtually commencing at 9:30 a.m. Eastern Time. Of the 19,261,270 shares of the Company’s Common Stock issued and outstanding and eligible to vote as of the record date on June 11, 2026, a quorum of 17,347,869 shares of Common Stock, or approximately 90.06% of the eligible shares of Common Stock, were represented at the Annual Meeting either in person or by proxy.

A description of each matter voted upon at the Annual Meeting is set forth in the Company’s definitive proxy statement on Schedule 14A filed with the Securities and Exchange Commission on June 25, 2026 (the “Proxy Statement”). The following actions were taken at the Annual Meeting:

(1) Election of Directors. The Company’s stockholders elected Jeffrey A. Altman, Leslie B. Daniels, Mark A. Fleischhauer, William E. Heard, Thomas R. Kuhn, Scott A. Lang and Mahvash Yazdi as directors, to hold office until the 2027 Annual Meeting of Stockholders and until their respective successors are duly elected and qualified. Each director nominee received more “FOR” votes than “AGAINST” votes, and more than a majority of the votes cast. The following table shows the number of votes cast “FOR” or “AGAINST” and the number of “ABSTENTIONS” and “BROKER NON-VOTES” for each nominee:


DirectorForAgainstAbstentionsBroker Non-Votes
Jeffrey A. Altman14,431,328226,3841,6462,688,511
Leslie B. Daniel13,031,0561,626,2592,0432,688,511
Mark A. Fleischhauer14,620,88537,4291,0442,688,511
William E. Head14,644,96913,3451,0442,688,511
Thomas R. Kuhn14,591,03667,1521,1702,688,511
Scott A. Lang14,606,82651,4891,0432,688,511
Mahvash Yazdi14,552,331105,9981,0292,688,511


(2) Advisory Vote on the Compensation of the Named Executive Officers. The Company’s stockholders approved, on a non-binding, advisory basis, the compensation of the Company’s named executive officers as disclosed in the Proxy Statement. The following table shows the tabulation of the votes cast “FOR” and “AGAINST” this proposal as well as the “ABSTENTIONS” and “BROKER NON-VOTES” submitted on this proposal:

ForAgainstAbstentionsBroker Non-Votes
14,641,61715,8941,8472,688,511


(3) Amendment No. 2 to the Anterix Inc. 2023 Stock Plan. The Company’s stockholders approved the Plan Amendment. The following table shows the tabulation of the votes cast “FOR” and “AGAINST” this proposal as well as the “ABSTENTIONS” and “BROKER NON-VOTES” submitted on this proposal:

ForAgainstAbstentionsBroker Non-Votes
13,558,2801,099,1251,9532,688,511








(4) Advisory Vote on the Frequency of Future Advisory Votes on the Compensation of the Named Executive Officers. The Company’s stockholders approved, on a non-binding, advisory basis, the recommended frequency of one year for future advisory votes on the compensation of the Company’s named executive officers. The following table shows the tabulation of the votes cast for ““1 YEAR”, “2 YEARS” and “3 YEARS” as well as the “ABSTENTIONS” and “BROKER NON-VOTES” submitted on this proposal:

1 Year2 Years3 YearsAbstentionsBroker Non-Votes
14,425,35712,775219,7651,4612,688,511


(5) Ratification of Auditors. The Company’s stockholders ratified the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the fiscal year ending March 31, 2027. The following table shows the tabulation of the votes cast “FOR” and “AGAINST” this proposal as well as the “ABSTENTIONS” submitted on this proposal:

ForAgainstAbstentions
17,331,52961815,722


No other items were presented for stockholder approval at the Annual Meeting.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
Exhibit No.Description
10.1Amendment No. 2 to the Anterix Inc. 2023 Stock Plan incorporated by reference from Appendix A to the Company’s Definitive Proxy Statement filed on June 25, 2026 (File No. 001-36827).
104Cover Page Interactive Data File (formatted as 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.
Anterix Inc.
Date: August 6, 2026
/s/ Gena L. Ashe
Gena L. Ashe
Chief Legal Officer and Corporate Secretary
`

Filing Exhibits & Attachments

4 documents