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Dave Inc. (NASDAQ: DAVE) investors back board, pay plan and auditor

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

Rhea-AI Filing Summary

Dave Inc. reported the results of its 2026 Annual Meeting of Stockholders. Of the 24,640,106 total voting power entitled to vote, 22,436,216 votes, or approximately 91.05%, were represented in person or by proxy, establishing a quorum.

Stockholders elected Dan Preston as a Class II director to serve until the 2029 annual meeting, with 17,520,094 votes for, 2,766,061 withheld, and 2,150,061 broker non-votes. They also approved, on an advisory basis, the company’s executive compensation.

Stockholders supported holding future advisory votes on executive compensation every 1 year, with 19,948,465 votes for that frequency. They also ratified the appointment of Deloitte & Touche LLP as independent registered public accounting firm for the fiscal year ending December 31, 2026, with 22,358,229 votes for the ratification.

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.
Voting power represented 22,436,216 votes Approximately 91.05% of 24,640,106 total voting power at 2026 annual meeting
Director election support 17,520,094 votes for Votes for Dan Preston as Class II director until 2029 annual meeting
Say-on-pay approval 19,881,104 votes for Advisory vote to approve Dave’s executive compensation
Say-on-pay frequency 19,948,465 votes for 1 year Choice of holding advisory vote on executive compensation every 1 year
Auditor ratification support 22,358,229 votes for Ratification of Deloitte & Touche LLP as auditor for fiscal year ending December 31, 2026
broker non-votes financial
"The number of votes cast for or against, as well as abstentions and broker non-votes, if applicable"
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 vote financial
"The Company’s stockholders approved, on an advisory basis, Dave’s executive 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.
independent registered public accounting firm financial
"ratified the selection 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 Item 5.07 Submission of Matters to a Vote of Security Holders"
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.
Annual Meeting of Stockholders financial
"At the 2026 Annual Meeting of Stockholders of Dave Inc."
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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): June 02, 2026

 

 

Dave Inc.

(Exact name of Registrant as Specified in Its Charter)

 

 

Delaware

001-40161

86-1481509

(State or Other Jurisdiction
of Incorporation)

(Commission File Number)

(IRS Employer
Identification No.)

 

 

 

 

 

1265 South Cochran Ave

 

Los Angeles, California

 

90019

(Address of Principal Executive Offices)

 

(Zip Code)

 

Registrant’s Telephone Number, Including Area Code: 844 857-3283

 

 

(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 $0.0001

 

DAVE

 

The Nasdaq Stock Market LLC

Redeemable warrants, each lot of 32 warrants exercisable for one share of Class A common stock, each at an exercise price of $368 per share

 

DAVEW

 

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.

At the 2026 Annual Meeting of Stockholders of Dave Inc. (the “Company”) held on June 2, 2026 (the “Annual Meeting”), four proposals were submitted to the stockholders of the Company, which are described in detail in the Company’s definitive proxy statement on Schedule 14A filed with the Securities and Exchange Commission on April 20, 2026.

Of the 24,640,106 total voting power entitled to vote at the Annual Meeting, 22,436,216 votes, or approximately 91.05%, were represented at the meeting in person or by proxy, constituting a quorum. The number of votes cast for or against, as well as abstentions and broker non-votes, if applicable, in respect of each such matter is set forth below:

Proposal 1: Election of Directors

The Company’s stockholders elected the following director to serve as a Class II director until the 2029 annual meeting of stockholders. The votes regarding Proposal 1 were as follows:

Nominee

 

Votes For

 

Votes Withheld

 

Broker Non-Votes

Dan Preston

 

 17,520,094

 

 2,766,061

 

 2,150,061

 

Proposal 2: Advisory Vote to Approve Dave's Executive Compensation

The Company’s stockholders approved, on an advisory basis, Dave’s executive compensation. The votes regarding Proposal 2 were as follows:

Votes For

 

Votes Against

 

Votes Abstained

 

Broker Non-Votes

19,881,104

 

374,020

 

 31,031

 

 2,150,061

 

Proposal 3: Advisory Vote on the Frequency of Future Advisory Votes on Dave's Executive Compensation

The Company’s stockholders approved, on an advisory basis, the option of every 1 year for the frequency of future advisory votes on Dave’s executive compensation. The votes regarding Proposal 3 were as follows:

1 Year

 

2 Years

 

3 Years

 

Votes Abstained

 

Broker Non-Votes

19,948,465

 

175,469

 

142,503

 

19,718

 

 2,150,061

Based on these results, and consistent with the recommendation of the Company's board of directors (the “Board”), the Board has determined that the Company will hold an advisory vote on executive compensation every year.

 

Proposal 4: Ratification of Deloitte & Touche LLP

The Company’s stockholders ratified the selection of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026. The votes regarding Proposal 4 were as follows:

Votes For

 

Votes Against

 

Votes Abstained

 

Broker Non-Votes

22,358,229

 

40,988

 

36,999

 

 

 

 


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.

 

 

 

Dave Inc.

 

 

 

 

Date:

June 2, 2026

By:

/s/ Kyle Beilman

 

 

Name:

Title:

Kyle Beilman
Chief Financial Officer and Chief Operating Officer

 

 


FAQ

What did Dave Inc. (DAVE) shareholders vote on at the 2026 annual meeting?

Shareholders voted on four items: electing Dan Preston as a Class II director, an advisory approval of executive compensation, the frequency of future say-on-pay votes, and ratification of Deloitte & Touche LLP as independent auditor for the 2026 fiscal year.

How many votes were represented at Dave Inc.’s 2026 annual meeting?

A total of 22,436,216 votes were represented in person or by proxy, out of 24,640,106 total voting power. This represented approximately 91.05% participation, which the company noted was sufficient to constitute a quorum for conducting business.

Was Dave Inc.’s executive compensation approved by shareholders?

Yes, shareholders approved Dave’s executive compensation on an advisory basis. There were 19,881,104 votes for, 374,020 votes against, 31,031 abstentions, and 2,150,061 broker non-votes, indicating strong overall support for the current executive pay program structure.

How often will Dave Inc. hold future say-on-pay votes after this meeting?

Stockholders approved holding an advisory vote on executive compensation every 1 year. The 1-year option received 19,948,465 votes, compared with 175,469 for 2 years and 142,503 for 3 years, and the board decided to follow the annual frequency choice.

Who was elected to Dave Inc.’s board of directors at the 2026 meeting?

Dan Preston was elected as a Class II director to serve until the 2029 annual meeting of stockholders. He received 17,520,094 votes for election, with 2,766,061 votes withheld and 2,150,061 recorded as broker non-votes on this director election proposal.

Did shareholders ratify Deloitte & Touche LLP as Dave Inc.’s auditor for 2026?

Yes, shareholders ratified Deloitte & Touche LLP as the independent registered public accounting firm for the fiscal year ending December 31, 2026. The ratification received 22,358,229 votes for, 40,988 votes against, and 36,999 votes abstained, with no broker non-votes.

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