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Envela (ELA) shareholders back directors and Whitley Penn as 2026 auditor

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

Rhea-AI Filing Summary

Envela Corporation held its 2026 annual meeting of stockholders on June 24, 2026 at its Irving, Texas headquarters. Stockholders representing 24,850,393 shares, or 95.71% of common stock outstanding as of May 5, 2026, were present in person or by proxy.

All six nominees named in the proxy statement were elected to the board of directors. Vote totals included 21,099,152 votes for John R. Loftus, 22,447,304 for Vince C. Ackerson, 22,465,388 for Alexandra C. Griffin, 21,311,090 for Jim R. Ruth, 22,473,823 for Richard D. Schepp, and 22,472,068 for Vicky C. Teherani, with broker non-votes reported for each director.

Stockholders also approved the ratification of Whitley Penn as Envela’s independent registered public accounting firm for the fiscal year ending December 31, 2026, with 24,845,964 votes for, 3,451 against, 978 abstentions, and no broker non-votes reported for this proposal.

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 24,850,393 shares At 2026 annual meeting; 95.71% of eligible common stock
Participation rate 95.71% Percentage of common stock outstanding and entitled to vote as of May 5, 2026
Votes for Whitley Penn 24,845,964 votes Ratification as independent registered public accounting firm for fiscal year ending December 31, 2026
Votes against Whitley Penn 3,451 votes Opposing ratification as independent registered public accounting firm
Votes for Richard D. Schepp 22,473,823 votes Director election at 2026 annual meeting; plus broker non-votes reported
Votes for Vicky C. Teherani 22,472,068 votes Director election at 2026 annual meeting; plus broker non-votes reported
Lowest director support 21,099,152 votes Votes for John R. Loftus in director election, plus broker non-votes reported
Definitive Proxy Statement regulatory
"The matters submitted to the Stockholders for a vote at the Annual Meeting were set forth in the Company’s Definitive Proxy Statement..."
A Definitive Proxy Statement is a detailed document that a company sends to its shareholders before a big meeting, like voting on important decisions. It explains what's being voted on and gives important information so shareholders can make informed choices. It matters because it helps shareholders understand and participate in key company decisions.
Broker Non-Votes financial
"The results of the vote with respect to their respective elections were as follows ... 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 proposal to ratify the Company’s appointment of Whitley Penn 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.
record date financial
"...shares of the Common Stock outstanding and entitled to vote as of the record date, May 5, 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.
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Learn about SEC filing dates
0000701719false00007017192026-06-242026-06-24

 

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 24, 2026

Graphic

 

Envela Corporation

(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)

Nevada

1-11048

88-0097334

(State or other jurisdiction of incorporation or organization)

(Commission File Number)

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

 

1901 Gateway Drive, Suite 100, Irving, Texas 75038

(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES)

(972) 587-4049

(REGISTRANT’S TELEPHONE NUMBER, INCLUDING AREA CODE)

 

Not Applicable

(Former name or former address, if changed since last report)

 

Securities registered pursuant to Section 12(b) of the Act:

Title of Each Class

  ​ ​ ​

Trading Symbol

  ​ ​ ​

Name of Exchange on which Registered

Common Stock, par value $0.01 per share

ELA

ELA

NYSE American

NYSE Texas

 

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.):

 

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 (§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 Vote of Security Holders.

On June 24, 2026, Envela Corporation (the "Company”) held its 2026 annual meeting (the "Annual Meeting”) of stockholders (the "Stockholders”) at the Company’s corporate office at 1901 Gateway Drive, Irving, Texas 75038.

The matters submitted to the Stockholders for a vote at the Annual Meeting were set forth in the Company’s Definitive Proxy Statement, which was filed with the Securities and Exchange Commission on April 27, 2026 (the "Proxy Statement”) and distributed to the Stockholders. Stockholders representing 24,850,393 or 95.71% of the shares of the Common Stock outstanding and entitled to vote as of the record date, May 5, 2026, were represented at the meeting either in person or by proxy. The matters proposed to the Stockholders for a vote were:

1.The election of each of John R. Loftus, Vince C. Ackerson, Alexandra C. Griffin, Jim R. Ruth, Richard D. Schepp, and Vicky C. Teherani as members of the Company’s Board of Directors (the “Board of Directors”); and

2.The ratification of the Company’s appointment of Whitley Penn LLP (“Whitley Penn”) as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026.

The final voting results of the Annual Meeting are set forth below.

Proposal One

The nominees named in the Proxy Statement (the "Proxy Statement Nominees”) were elected to the Board of Directors to serve until the next annual meeting of Stockholders and until their respective successors are duly elected and qualified (or until their death, resignation, or removal, if earlier). The Proxy Statement Nominees were the only nominees to receive votes for their election at the meeting, and they constitute the six nominees receiving the highest number of votes in favor of their election as directors. The results of the vote with respect to their respective elections were as follows:

Nn

Nominees

Votes For

Votes Withheld

Broker Non-Votes

John R. Loftus

21,099,152

1,384,936

2,366,305

Vince C. Ackerson

22,447,304

36,784

2,366,305

Alexandra C. Griffin

22,465,388

18,700

2,366,305

Jim R. Ruth

21,311,090

1,172,998

2,366,305

Richard D. Schepp

22,473,823

10,265

2,366,305

Vicky C. Teherani

22,472,068

12,020

2,366,305

Proposal Two

The proposal to ratify the Company’s appointment of Whitley Penn as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026, was approved by the following vote:

Votes For

Votes Against

Abstentions

Broker Non-Votes

24,845,964

3,451

978

0

2

SIGNATURES

 

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

ENVELA CORPORATION

(Registrant)

Date: June 24, 2026

By:

/s/ John G. DeLuca

 

 

John G. DeLuca

 

 

 

Chief Financial Officer

 

 

 

(Principal Accounting and Financial Officer)

 

3

FAQ

What did Envela (ELA) stockholders vote on at the 2026 annual meeting?

Envela stockholders voted to elect six directors and ratify Whitley Penn as independent registered public accounting firm for the fiscal year ending December 31, 2026. These proposals were outlined in the April 27, 2026 definitive proxy statement.

How many Envela (ELA) shares were represented at the 2026 annual meeting?

Stockholders representing 24,850,393 Envela common shares were present in person or by proxy. This equaled 95.71% of the shares outstanding and entitled to vote as of the May 5, 2026 record date, indicating very high participation.

Were Envela’s 2026 director nominees elected by stockholders?

All six director nominees named in Envela’s proxy statement were elected to the board. Each nominee received more votes for than withheld, and they will serve until the next annual meeting or until a successor is duly elected and qualified.

Which auditor did Envela (ELA) stockholders ratify for fiscal 2026?

Stockholders ratified Whitley Penn as Envela’s independent registered public accounting firm for the fiscal year ending December 31, 2026. The proposal received 24,845,964 votes for, 3,451 against, 978 abstentions, and no broker non-votes reported.

How strong was support for Envela’s 2026 auditor ratification proposal?

Support for ratifying Whitley Penn was very high, with 24,845,964 votes for compared with 3,451 against and 978 abstentions. No broker non-votes were reported for this proposal, indicating broad backing among voting stockholders.

Who signed Envela’s report disclosing the 2026 annual meeting results?

The report was signed on behalf of Envela by John G. DeLuca. He is identified as the Chief Financial Officer and principal accounting and financial officer, executing the filing under the Securities Exchange Act of 1934 requirements.

Filing Exhibits & Attachments

4 documents