STOCK TITAN
  1. Home
  2. Sec-filings
  3. BOC
  4. [8-K] BOSTON OMAHA Corp Reports Material Event

Boston Omaha investors back board, pay, auditor

BOSTON OMAHA CORPORATION (BOC) reported the results of its August 21, 2026 Annual Meeting of Stockholders.

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

BOSTON OMAHA CORPORATION (BOC) reported the results of its August 21, 2026 Annual Meeting of Stockholders. Stockholders elected Class A directors Tom Burt, David S. Graff, Brendan J. Keating, Frank H. Kenan II, Jeffrey C. Royal, and Vishnu Srinivasan, each for a one-year term or until their successors are elected and qualified.

All director nominees received more votes cast "for" than "withheld", with support levels ranging from about 22.2 million to 26.4 million "for" votes and 3,987,268 broker non-votes on each director proposal. Stockholders also ratified Deloitte & Touche LLP as independent registered public accounting firm for the fiscal year ending December 31, 2026, with 30,707,971 votes for, 21,742 against, and 18,484 abstentions.

In addition, stockholders approved, on an advisory basis, the compensation of the company’s named executive officers, with 25,940,220 votes for, 559,814 against, 260,895 abstentions, and 3,987,268 broker non-votes.

Positive

  • None.

Negative

  • None.
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, or exhibit attachments filed with this report.
Votes for Deloitte & Touche LLP ratification 30,707,971 votes Ratification as independent registered public accounting firm for year ending December 31, 2026
Executive compensation advisory votes for 25,940,220 votes Advisory approval of named executive officer compensation
Executive compensation advisory votes against 559,814 votes Advisory approval of named executive officer compensation
Votes for director nominee Tom Burt 24,491,431 votes Election as Class A director for a one-year term
Votes for director nominee Jeffrey C. Royal 26,366,921 votes Election as Class A director for a one-year term
Broker non-votes on director elections 3,987,268 votes Reported on each Class A director election proposal
broker non-votes financial
"Votes Cast For | Votes Withheld | Broker Non-Votes"
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.
independent registered public accounting firm financial
"The appointment of Deloitte & Touche LLP as BOC’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.
advisory vote financial
"Advisory Vote regarding Named Executive Officer Compensation"
An advisory vote is a shareholder poll that expresses investors’ approval or concern about a company’s policy, executive pay, board decisions or other governance matters but does not legally force the company to act. Think of it like a customer survey: it signals investor sentiment and can pressure management to change course, so investors watch the result as a guide to future governance, risk and potential shifts in strategy.
Emerging growth company regulatory
"Emerging growth company"
An emerging growth company is a recently public or smaller public firm that qualifies for temporary, lighter regulatory and disclosure rules to reduce the cost and effort of being public. For investors, it means the company may provide less historical financial detail and face fewer reporting requirements than larger firms, so it can grow more quickly but also carries higher uncertainty—like buying a promising early-stage product with fewer user reviews.

FAQ

What did BOC stockholders approve at the August 21, 2026 annual meeting?
Stockholders elected all Class A director nominees, ratified Deloitte & Touche LLP as independent registered public accounting firm for 2026 with 30,707,971 votes for, and approved on an advisory basis named executive officer compensation with 25,940,220 votes for.

Were all Boston Omaha (BOC) director nominees elected in 2026?
Yes. All six Class A director nominees—Tom Burt, David S. Graff, Brendan J. Keating, Frank H. Kenan II, Jeffrey C. Royal, and Vishnu Srinivasan—were elected, each receiving more votes cast for than withheld, with 3,987,268 broker non-votes reported on each director proposal.

Which audit firm did BOC stockholders ratify for fiscal year 2026?
Stockholders ratified Deloitte & Touche LLP as Boston Omaha Corporation’s independent registered public accounting firm for the year ending December 31, 2026, with 30,707,971 votes for, 21,742 against, and 18,484 abstentions.

How did Boston Omaha (BOC) stockholders vote on executive compensation in 2026?
The advisory vote on named executive officer compensation passed, with 25,940,220 votes for, 559,814 against, 260,895 abstentions, and 3,987,268 broker non-votes, approving the compensation as disclosed in the July 1, 2026 proxy statement.

What were the vote results for Boston Omaha (BOC) director nominee Jeffrey C. Royal?
Jeffrey C. Royal received 26,366,921 votes cast for, 394,008 votes withheld, and 3,987,268 broker non-votes in the election of Class A directors at the August 21, 2026 annual meeting.

Did any Boston Omaha (BOC) proposal fail at the 2026 annual meeting?
No. All reported proposals passed: all Class A director nominees were elected, the appointment of Deloitte & Touche LLP as independent registered public accounting firm for 2026 was ratified, and the advisory vote on named executive officer compensation was approved.

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

Understanding 8-K Material Events →
See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google
Add on Google
false 0001494582 0001494582 2026-08-21 2026-08-21
 
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 21, 2026)
 
BOSTON OMAHA CORPORATION
(Exact name of registrant as specified in its Charter)
 
Delaware
 001-38113
27-0788438
(State or other jurisdiction of Incorporation)
(Commission File Number)
(IRS Employer Identification Number)
 
 
1601 Dodge Street, Suite 3300
Omaha, Nebraska 68102
(Address and telephone number of principal executive offices, including zip code)
(857) 256-0079
(Registrant's telephone number, including area code)
Not Applicable
(Former name or address, if changed since last report)
 
Securities registered under Section 12(b) of the Exchange Act:
 
Title of Class
Trading Symbol
Name of Exchange on Which Registered
Class A common stock,
$0.001 par value per share
BOC
The New York Stock Exchange
 
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of Registrant under any of the following provisions (see General Instruction A.2. below):
 
☐ 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))
 
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934.
 
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. ☐
 
1
 
   
ITEM 5.07
SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
 
Boston Omaha Corporation ("BOC") held its Annual Meeting of Stockholders on August 21, 2026 and the stockholders voted as set forth below on the following proposals. Each of these proposals is described in detail in BOC’s Proxy Statement as filed with the Commission on  July 1, 2026.
 
Proposal No. 1 Election of Directors
 
The following nominees were elected as Class A directors, each to serve a term of one year or until their successors are duly elected and qualified, by the votes set forth below:
 
Nominee
Votes Cast For
Votes Withheld
Broker Non-Votes
Tom Burt
 24,491,431 2,269,498 3,987,268
David S. Graff 26,248,722 512,207 3,987,268
Brendan J. Keating
 24,965,304 1,795,625 3,987,268
Frank H. Kenan II
 23,335,007 3,425,922 3,987,268
Jeffrey C. Royal
 26,366,921 394,008 3,987,268
Vishnu Srinivasan 22,187,271 4,573,658 3,987,268
 
Proposal No. 2 Ratification of Independent Registered Public Accounting Firm
 
The appointment of Deloitte & Touche LLP as BOC’s independent registered public accounting firm for the fiscal year ending December 31, 2026 was ratified by the vote set forth below:
 
Votes Cast For
Votes Cast Against
Number of Abstentions
30,707,971 21,742
18,484
 
Proposal No. 3 Advisory Vote regarding Named Executive Officer Compensation
 
The compensation of BOC’s named executive officers as disclosed in the Proxy Statement was approved in an advisory vote, as set forth below:
 
Votes Cast For
Votes Cast Against
 Abstentions Broker Non-Votes
25,940,220 559,814 260,895 3,987,268
 
 
ITEM 9.01
FINANCIAL STATEMENTS AND EXHIBITS
 
(d)
Exhibits. The Exhibit Index set forth below is incorporated herein by reference.
 
EXHIBIT INDEX
 
Exhibit Number
Exhibit Title
104
Cover Page Interactive Data File (embedded within the Inline XBRL document).
 
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.
 
 
BOSTON OMAHA CORPORATION
(Registrant)
     
     
 
By:
/s/ Joshua P. Weisenburger
   
Joshua P. Weisenburger,
   
Chief Financial Officer
 
Date: August 24, 2026
 
2

Source: View Original Filing on SEC EDGAR

Filing Exhibits & Attachments

4 documents

Other Documents