CuriosityStream (NASDAQ: CURI) investors back directors, reject plan share hike

Rhea-AI Filing Summary

CuriosityStream Inc. reported the results of its 2026 annual stockholder meeting. Of 59,287,600 common shares outstanding as of March 27, 2026, 44,359,198 shares, or 74.82%, were represented, establishing a quorum. Stockholders elected three Class III directors, ratified Grant Thornton LLP as auditor for 2026, and approved on an advisory basis the compensation of named executive officers. However, they did not approve increasing shares authorized under the 2020 Omnibus Incentive Plan from 10,725,000 to 11,725,000. Stockholders also advised holding future say-on-pay votes every one year.

8-K Event Classification

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

1 item

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.

Key Figures

Shares outstanding: 59,287,600 shares Shares represented: 44,359,198 shares Plan shares current: 10,725,000 shares +5 more

8 metrics

Shares outstanding 59,287,600 shares Common stock outstanding as of March 27, 2026 record date

Shares represented 44,359,198 shares Shares present or by proxy at 2026 annual meeting (74.82%)

Plan shares current 10,725,000 shares Existing shares authorized under 2020 Omnibus Incentive Plan

Proposed plan increase 1,000,000 shares Proposed rise in authorization to 11,725,000 shares, not approved

Votes for plan amendment 28,879,878 votes Votes in favor of Omnibus Incentive Plan share increase (Proposal 2)

Votes for auditor 44,237,825 votes Votes for ratifying Grant Thornton LLP as 2026 auditor

Votes for say-on-pay 32,090,139 votes Votes supporting executive compensation on an advisory basis

Votes for 1-year frequency 34,545,744 votes Votes favoring annual advisory vote on executive compensation

Key Terms

quorum, broker non-votes, advisory basis, independent registered public accounting firm, +1 more

5 terms

quorum financial

"constituting a quorum for the transaction of business"

A quorum is the minimum number of members needed to officially hold a meeting or make decisions. It ensures that decisions are made with enough participation to represent the group’s interests, much like a majority must be present for a vote to be valid. For investors, understanding quorum is important because it affects when and how important company or organization decisions can be legally made.

broker non-votes financial

"VOTES FOR | VOTES AGAINST | ABSTAIN | 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.

advisory basis financial

"approved, on an advisory basis, the compensation paid"

independent registered public accounting firm financial

"ratified the appointment of Grant Thornton 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 o o"

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.

Understanding 8-K Material Events →

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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): May 20, 2026

_________________________________________

CURIOSITYSTREAM INC.

(Exact Name of Issuer as Specified in Charter)

_________________________________________

Delaware

001-39139

84-1797523

(State or other jurisdiction of incorporation)

(Commission File Number)

(I.R.S. Employer Identification No.)

8484 Georgia Ave., Suite 700

Silver Spring, Maryland

(Address of principal executive offices)

20910

(Zip code)

(301) 755-2050

(Registrant’s telephone number, including area code)

_________________________________________

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 (see General Instruction A.2. below):

o			Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o			Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o			Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d- 2(b))
o			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 exchange on which registered

Common Stock, par value $0.0001

CURI

NASDAQ

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  o

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.  o

Item 5.07     Submission of Matters to a Vote of Security Holders

On May 20, 2026, CuriosityStream Inc. (the “Company”) held its 2026 annual meeting of stockholders (the “Annual Meeting”) in a virtual format. Of the 59,287,600 shares of the Company’s common stock (the “Common Stock”) that were issued and outstanding as of March 27, 2026, the record date, and entitled to vote at the Annual Meeting, a total of 44,359,198 shares (74.82%) were present in person or represented by proxy, constituting a quorum for the transaction of business.

At the Annual Meeting, the stockholders:

i.elected three Class III directors to the Company’s board of directors to serve a three-year term expiring at the 2029 annual meeting of stockholders or until their respective successors are duly elected and qualified (the “Director Election Proposal”);

ii.did not approve an amendment to the CuriosityStream Inc. 2020 Omnibus Incentive Plan (“Plan”) to increase the number of shares of Common Stock authorized for issuance under the Plan from 10,725,000 shares to 11,725,000 shares (the “Plan Increase Proposal”);

iii.ratified the appointment of Grant Thornton LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026 (the “Auditor Ratification Proposal”); and

iv.approved, on an advisory basis, the compensation paid to the Company’s named executive officers (the “Executive Compensation Proposal”); and

v.approved, on an advisory basis, a frequency of one year for holding advisory votes on the compensation paid to our named executive officers.

Under the Company’s Second Amended and Restated Certificate of Incorporation and Amended and Restated Bylaws, the vote necessary to approve the Director Election Proposal was the affirmative vote of a plurality of the votes cast by the stockholders present or represented by proxy at the Annual Meeting and entitled to vote thereon. The vote necessary to approve the Auditor Ratification Proposal and the Executive Compensation Proposal was the affirmative vote of a majority of the votes cast by the stockholders present or represented by proxy at the Annual Meeting and entitled to vote thereon. The frequency for the advisory vote on executive compensation was determined by a plurality of the votes cast by the stockholders present or represented by proxy at the Annual Meeting and entitled to vote thereon. Pursuant to the terms of the Plan, the vote necessary to approve the Plan Increase Proposal was the affirmative vote of a majority of the shares entitled to vote at a duly constituted meeting of the shareholders of the Company.

The proposals are described in detail in the Company’s definitive proxy statement filed with the Securities and Exchange Commission on April 10, 2026.

The voting results, as certified in the Final Report of the Inspector of Election, are as follows:

Proposal 1 - Election of Directors

DIRECTOR NOMINEES						VOTES FOR						WITHHELD						BROKER NON-VOTES
Matthew Blank						27,934,848						7,461,750						8,962,600
Jonathan Huberman						34,271,492						1,125,106						8,962,600
Mike Nikzad						30,462,987						4,933,611						8,962,600

Proposal 2 - Approval of Amendment to Omnibus Incentive Plan

VOTES FOR						VOTES AGAINST						ABSTAIN						BROKER NON-VOTES
28,879,878						6,447,041						69,788						8,962,600

Proposal 3 - Ratification of Appointment of Independent Auditor

VOTES FOR						VOTES AGAINST						ABSTAIN
44,237,825						81,585						39,788

Proposal 4 - Approval, on an Advisory Basis, of Executive Compensation

VOTES FOR						VOTES AGAINST						ABSTAIN						BROKER NON-VOTES
32,090,139						3,110,056						26,874						8,391,971

Proposal 5 - The Frequency of Future Advisory Votes on Executive Compensation

VOTES FOR 1 YEAR						VOTES FOR 2 YEARS						VOTES FOR 3 YEARS						ABSTAIN
34,545,744						38,924						685,445						126,485

All proposals, except for Proposal 2, were approved by the Company’s stockholders. Additionally, the stockholders recommended a frequency of one year for future advisory votes on executive compensation.

SIGNATURE

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

CURIOSITYSTREAM INC.

Date: May 21, 2026

/s/ Tia Cudahy

Tia Cudahy

Chief Operating Officer

FAQ

What key decisions did CuriosityStream (CURI) stockholders make at the 2026 annual meeting?

Stockholders elected three Class III directors, ratified Grant Thornton LLP as auditor for 2026, approved executive compensation on an advisory basis, and recommended holding advisory say-on-pay votes every year, setting the company’s governance direction on these core issues.

How many CuriosityStream (CURI) shares were represented at the 2026 annual meeting?

A total of 44,359,198 CuriosityStream common shares were present or represented by proxy, out of 59,287,600 shares outstanding as of March 27, 2026, meaning 74.82% of eligible shares participated, which satisfied quorum requirements for conducting official business.

Did CuriosityStream (CURI) stockholders approve the 2020 Omnibus Incentive Plan share increase?

No. Stockholders did not approve the amendment to increase shares authorized under the 2020 Omnibus Incentive Plan from 10,725,000 to 11,725,000, despite 28,879,878 votes for and 6,447,041 against, leaving the existing share authorization level unchanged.

How did CuriosityStream (CURI) stockholders vote on executive compensation in 2026?

On an advisory basis, 32,090,139 votes supported CuriosityStream’s executive compensation, 3,110,056 opposed, and 26,874 abstained, with 8,391,971 broker non-votes. This vote signaled general stockholder support for the company’s current named executive officer pay programs.

What frequency did CuriosityStream (CURI) investors prefer for future say-on-pay votes?

Stockholders recommended holding advisory votes on executive compensation every one year, with 34,545,744 votes for one year, 38,924 for two years, 685,445 for three years, and 126,485 abstentions, guiding the board toward an annual say-on-pay schedule.

Were CuriosityStream (CURI) directors re-elected at the 2026 annual meeting?

Yes. Class III director nominees Matthew Blank, Jonathan Huberman, and Mike Nikzad were elected. Each received more votes for than withheld, with broker non-votes recorded, and will serve three-year terms ending at the 2029 annual stockholder meeting.

Filing Exhibits & Attachments

4 documents

Other Documents

• EX-101 XBRL TAXONOMY EXTENSION SCHEMA DOCUMENT 2.1 KB
• EX-101 XBRL TAXONOMY EXTENSION DEFINITION LINKBASE DOCUMENT 16.3 KB
• EX-101 XBRL TAXONOMY EXTENSION LABEL LINKBASE DOCUMENT 28.2 KB
• EX-101 XBRL TAXONOMY EXTENSION PRESENTATION LINKBASE DOCUMENT 17.0 KB