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Elauwit Connection (ELWT) shareholders back directors and key proposals at 2026 meeting

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

Rhea-AI Filing Summary

Elauwit Connection, Inc. held its annual meeting of stockholders on June 18, 2026. A total of 6,619,796 common shares were entitled to vote, and 5,459,880 shares were present in person or by proxy, establishing voting participation.

Stockholders elected directors Leslie Goodman, David O’Brien, and Barry Rubens, each receiving about five million votes in favor with minimal votes withheld and broker non-votes reported. Two Non-Adjournment Proposals also received strong support, so adjourning the meeting was not required.

Positive

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Negative

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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 entitled to vote 6,619,796 shares Common stock entitled to vote at the annual meeting
Shares present or by proxy 5,459,880 shares Shares present or represented by proxy at the meeting
Votes for Leslie Goodman 5,000,986 votes Director election “for” votes
Votes for David O’Brien 5,014,838 votes Director election “for” votes
Votes for Barry Rubens 5,013,979 votes Director election “for” votes
First Non-Adjournment Proposal For votes 5,458,962 votes Votes for, with 918 against and 0 abstain
Second Non-Adjournment Proposal For votes 5,444,747 votes Votes for, with 15,133 against and 0 abstain
Broker non-votes (director items) 445,001 shares Broker non-votes reported in each director election line
annual meeting of stockholders financial
"On June 18, 2026, at the annual meeting of stockholders (the “Annual Meeting”) of Elauwit Connection, Inc."
broker non-votes financial
"Broker non-votes represent shares held by broker nominees for beneficial owners that were not voted"
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.
emerging growth company regulatory
"Emerging growth company x"
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.
Non-Adjournment Proposals financial
"Because the Non-Adjournment Proposals were approved by the Company’s stockholders, an adjournment of the Annual Meeting was not necessary."
common stock, par value $0.0001 per share financial
"Common Stock, par value $0.0001 per share | ELWT | The Nasdaq Stock Market LLC"
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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 18, 2026

 

 

 

Elauwit Connection, Inc.

(Exact name of registrant as specified in its charter)

 

 
         
Delaware   001-42935   99-3101171

(State or other jurisdiction

of incorporation)

 

 

(Commission

File Number)

 

 

(IRS Employer

Identification No.)

 

 

1021 Second Avenue, Suite A

Columbia, South Carolina

 

29209

(Address of principal executive offices)   (Zip Code)

 

Registrant’s telephone number, including area code: (704) 558-3099

 

 

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
Common Stock, par value $0.0001 per share ELWT 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 x

 

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 18, 2026, at the annual meeting of stockholders (the “Annual Meeting”) of Elauwit Connection, Inc. (the “Company”), the proposals set forth below were submitted to the Company’s stockholders. The number of shares of common stock entitled to vote at the Annual Meeting was 6,619,796. The number of shares of common stock present or represented by proxy at the Annual Meeting was 5,459,880. The voting results for the proposals are as follows:

 

1.The Company’s stockholders elected three directors, each for a three-year term expiring in 2029 and until their successors have been duly elected and qualified. The number of shares that: (i) voted for the election of each such director; (ii) withheld authority to vote for each director; and (iii) represented broker non-votes with respect to each such director is summarized in the table below.

 

DIRECTOR NOMINEE   FOR   WITHHELD   BROKER
NON-VOTES
Leslie Goodman   5,000,986   13,893   445,001
David O’Brien   5,014,838   41   445,001
Barry Rubens   5,013,979   900   445,001

 

Broker non-votes represent shares held by broker nominees for beneficial owners that were not voted because the broker nominee did not receive voting instructions from the beneficial owner and lacked discretionary authority to vote the shares on a non-routine proposal.

 

2.The Company’s stockholders ratified the selection of WithumSmith+Brown, PC (“Withum”) as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026. The number of shares that voted for, against and abstained from voting for the ratification of the selection of Withum as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026 is summarized in the table below.

 

FOR   AGAINST   ABSTAIN
5,458,962   918   0

 

3.The Company’s stockholders approved a proposal to adjourn the Annual Meeting from time to time, if necessary or appropriate, including to solicit additional votes in favor of Proposal One and/or Proposal Two (the “Non-Adjournment Proposals”), if there were not sufficient votes at the time of the Annual Meeting to adopt any of the Non-Adjournment Proposals or to establish a quorum. The number of shares that voted for, against and abstained from voting for this proposal is summarized in the table below.

 

FOR   AGAINST   ABSTAIN
5,444,747   15,133   0

 

Because the Non-Adjournment Proposals were approved by the Company’s stockholders, an adjournment of the Annual Meeting was not necessary.

 

1

 

 

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.

 

  ELAUWIT CONNECTION, INC.
   
Date: June 18, 2026 /s/ Barry Rubens  
  Name: Barry Rubens
  Title: Chief Executive Officer

 

 

 

FAQ

What did Elauwit Connection (ELWT) report from its June 18, 2026 annual meeting?

Elauwit Connection reported results of its June 18, 2026 annual meeting. Stockholders elected three directors and approved two Non-Adjournment Proposals, with voting based on 6,619,796 shares entitled to vote and 5,459,880 shares present or represented by proxy.

How many Elauwit Connection (ELWT) shares were entitled to vote and represented at the meeting?

A total of 6,619,796 Elauwit Connection common shares were entitled to vote at the annual meeting. Of these, 5,459,880 shares were present or represented by proxy, forming the basis for the director elections and other proposal voting outcomes disclosed.

Which directors were elected at Elauwit Connection’s 2026 annual meeting?

Stockholders elected Leslie Goodman, David O’Brien, and Barry Rubens as directors. Each nominee received around five million votes “for” and only a small number of votes withheld, with 445,001 broker non-votes reported in the director election voting line items.

How did Elauwit Connection (ELWT) stockholders vote on the Non-Adjournment Proposals?

Stockholders approved the Non-Adjournment Proposals with strong support. One proposal received 5,458,962 votes for and 918 against, and another received 5,444,747 votes for and 15,133 against, with no abstentions reported in either proposal’s voting results.

What are broker non-votes in Elauwit Connection’s 2026 annual meeting results?

Broker non-votes are shares held by broker nominees that were not voted on certain proposals. The broker lacked discretionary authority and did not receive instructions from the beneficial owner, so these shares were counted as broker non-votes in the reported tallies.

Did Elauwit Connection need to adjourn its June 18, 2026 annual meeting?

Elauwit Connection did not need to adjourn its June 18, 2026 annual meeting. Because the Non-Adjournment Proposals were approved by stockholders, the contingency to adjourn the meeting was unnecessary and the meeting concluded with the reported voting results.

Filing Exhibits & Attachments

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