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Vita Coco (NASDAQ: COCO) investors back board slate, auditor and executive pay

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

Rhea-AI Filing Summary

The Vita Coco Company, Inc. reported the results of its annual stockholder meeting held on June 3, 2026. Stockholders owning 50,426,796 shares of common stock were present or represented by proxy, representing approximately 88.49 percent of the voting power as of the April 7, 2026 record date.

Three Class II directors — Shelley Broader, Michael Kirban and Kenneth Sadowsky — were elected for terms expiring at the 2029 annual meeting. Each received substantially more votes "for" than "withheld," with several million broker non-votes recorded on the director proposals.

Stockholders also ratified the appointment of Deloitte & Touche LLP as independent registered public accounting firm for the fiscal year ending December 31, 2026, with 50,014,018 votes for, 401,208 against and 11,570 abstentions. In addition, they approved the advisory vote on executive compensation with 44,532,948 votes for, 2,168,378 against, 31,044 abstentions and 3,694,426 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.
Shares represented at meeting 50,426,796 shares Common stock present or by proxy at June 3, 2026 meeting
Voting power represented 88.49 percent Voting power of common stock as of April 7, 2026 record date
Votes for Shelley Broader 46,642,326 votes Election as Class II director
Votes for auditor ratification 50,014,018 votes Ratification of Deloitte & Touche LLP for 2026
Votes against auditor ratification 401,208 votes Ratification of Deloitte & Touche LLP for 2026
Votes for executive compensation 44,532,948 votes Advisory say-on-pay vote
Votes against executive compensation 2,168,378 votes Advisory say-on-pay vote
broker non-vote financial
"FOR | WITHHELD | BROKER NON-VOTE Shelley Broader | 46,642,326 | 90,044 | 3,694,426"
advisory vote on executive compensation financial
"Item 3 – Advisory vote on executive compensation."
A non-binding shareholder vote allowing investors to approve or reject the pay packages and compensation policies for a company’s top executives. It matters because the outcome tells the board whether owners are satisfied with executive pay and can prompt changes in policy or leadership much like a customer survey prompts a company to adjust its product — signaled approval can support management credibility, while rejection may increase scrutiny and affect investor confidence.
independent registered public accounting firm financial
"Ratification of the 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.
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.
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Understanding 8-K Material Events →
0001482981FALSE00014829812026-06-042026-06-04


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): June 3, 2026
_____________________________
The Vita Coco Company, Inc.
(Exact name of registrant as specified in its charter)
_____________________________
Delaware
001-40950
11-3713156
(State or other jurisdiction of
incorporation)
(Commission
File Number)
(I.R.S. Employer
Identification No.)
111 Fifth Avenue
Second Floor
New York, New York 10003
(Address of principal executive offices) (Zip Code)
(Registrant’s telephone number, include area code) (212) 206-0763
N/A
(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
Symbols

Name of each exchange
on which registered
Common Stock, $0.01 par value per share

COCO

The Nasdaq Stock Market LLC
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 3, 2026, The Vita Coco Company, Inc. (the “Company”) held its Annual Meeting of Stockholders. Holders of the Company’s common stock were entitled to one vote per share held as of the close of business on April 7, 2026 (the “Record Date”). A total of 50,426,796 shares of the Company’s common stock were present in person or represented by proxy at the meeting, representing approximately 88.49 percent of the voting power of the Company’s common stock as of the Record Date.

The following are the voting results for the proposals considered and voted upon at the meeting, each of which were described in the Company’s Definitive Proxy Statement, filed with the Securities and Exchange Commission on April 22, 2026.

Item 1 – Election of three Class II directors for a term of office expiring on the date of the annual meeting of stockholders in 2029 and until their respective successors have been duly elected and qualified.

FOR
WITHHELD
BROKER NON-VOTE
Shelley Broader
46,642,326
90,044
3,694,426
Michael Kirban
43,819,117
2,913,253
3,694,426
Kenneth Sadowsky
37,756,765
8,975,605
3,694,426

Item 2 – Ratification of the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026.

Votes FOR
Votes AGAINST
Votes ABSTAINED
50,014,018
401,208
11,570

There were no broker non-votes with respect to this proposal.

Item 3 – Advisory vote on executive compensation.

Votes FOR
Votes AGAINST
Votes ABSTAINED
BROKER NON-VOTE
44,532,948
2,168,378
31,044
3,694,426

Based on the foregoing votes, Shelley Broader, Michael Kirban and Kenneth Sadowsky were elected and Items 2 and 3 were approved.


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.

THE VITA COCO COMPANY, INC.



Date: June 4, 2026
By:
/s/ Alison Klein


Name: Alison Klein


Title: General Counsel & Secretary

Source: View Original Filing on SEC EDGAR

FAQ

What did Vita Coco (COCO) shareholders vote on at the June 3, 2026 meeting?

Shareholders voted on electing three Class II directors, ratifying Deloitte & Touche LLP as auditor, and approving an advisory vote on executive compensation. All three proposals received sufficient support and were approved at the annual meeting.

Were Vita Coco (COCO) directors re-elected at the 2026 annual meeting?

Yes. Shelley Broader, Michael Kirban and Kenneth Sadowsky were elected as Class II directors. Each received significantly more votes "for" than "withheld," with additional broker non-votes recorded, confirming their election to terms ending at the 2029 annual meeting.

Did Vita Coco (COCO) shareholders approve Deloitte & Touche as auditor for 2026?

Yes. Stockholders ratified Deloitte & Touche LLP as the independent registered public accounting firm for the year ending December 31, 2026, with 50,014,018 votes for, 401,208 votes against and 11,570 abstentions, and no broker non-votes on this proposal.

How did Vita Coco (COCO) shareholders vote on executive compensation in 2026?

Shareholders approved the advisory vote on executive compensation with 44,532,948 votes for, 2,168,378 against and 31,044 abstentions. There were also 3,694,426 broker non-votes on this say-on-pay proposal, but overall support was sufficient for approval.

What was the shareholder turnout for Vita Coco’s 2026 annual meeting?

A total of 50,426,796 shares of common stock were present in person or represented by proxy, representing approximately 88.49 percent of the voting power of Vita Coco’s common stock outstanding as of the April 7, 2026 record date for the meeting.

How many votes did Vita Coco (COCO) director nominees receive in 2026?

Shelley Broader received 46,642,326 votes for and 90,044 withheld. Michael Kirban received 43,819,117 for and 2,913,253 withheld. Kenneth Sadowsky received 37,756,765 for and 8,975,605 withheld. Each proposal also showed 3,694,426 broker non-votes.

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