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eXp World (EXPI) investors back Texas redomestication, directors and pay

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

Rhea-AI Filing Summary

eXp World Holdings reported preliminary results from its 2026 annual stockholder meeting. Stockholders elected six directors, including Glenn Sanford and Peggie Pelosi, to serve until the 2027 annual meeting.

Investors ratified Deloitte & Touche LLP as independent auditor for the year ending December 31, 2026, with 140,815,867 votes for and 423,399 against. They also approved, on a nonbinding basis, 2025 compensation for named executive officers, with 115,169,827 votes for and 1,304,316 against.

A key item was a management proposal to redomesticate the company from Delaware to Texas by conversion. This was approved, receiving 80,344,882 votes for and 36,550,929 against in one required vote, and 39,978,016 votes for and 36,550,929 against in another required vote.

Positive

  • None.

Negative

  • None.

Insights

Shareholders backed all proposals, including a move from Delaware to Texas.

eXp World Holdings received stockholder support across its 2026 meeting agenda. All nominated directors were elected, the outside auditor Deloitte & Touche LLP was ratified, and executive pay for 2025 received majority approval on an advisory basis.

The most structural change is approval of redomestication from Delaware to Texas by conversion, which met two separate voting thresholds with 80,344,882 and 39,978,016 votes cast in favor. The filing characterizes these tallies as preliminary, so subsequent disclosures may refine final counts but not the directional outcome.

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 eligible to vote 159,268,414 shares Record date February 27, 2026
Shares issued 206,004,197 shares As of record date February 27, 2026
Treasury stock 46,735,783 shares Held as treasury stock at record date
Auditor ratification votes for 140,815,867 votes Deloitte & Touche LLP ratification
Say-on-pay votes for 115,169,827 votes 2025 executive compensation advisory approval
Redomestication votes for (primary tally) 80,344,882 votes Delaware to Texas conversion proposal
Redomestication votes against 36,550,929 votes Delaware to Texas conversion proposal
Redomestication votes for (second tally) 39,978,016 votes Additional required approval for conversion
treasury stock financial
"of which 46,735,783 shares were held as treasury stock."
Treasury stock is shares that a company has bought back from the public and kept in its own control rather than retiring them. Think of it like a company holding its own tickets in a drawer: those shares no longer vote or receive dividends while held, but the company can reissue or retire them later; this reduces the number of shares available to outside investors and can boost per‑share earnings and influence ownership and stock price.
broker non-votes financial
"Number of Abstentions | Broker Non-Votes Glenn Sanford | 115,644,497 ... 24,994,168"
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.
nonbinding basis financial
"Our stockholders approved, on a nonbinding basis, 2025 compensation to our named executive officers."
redomestication regulatory
"Proposal 4 was a management proposal to approve the redomestication of the Company from Delaware to Texas by conversion."
Redomestication is a company changing its legal home from one country or state to another by re-registering or swapping shares, much like a person moving their official address to a new jurisdiction. Investors care because that legal home determines tax rules, shareholder rights, regulatory oversight and listing requirements, which can affect dividend treatment, voting power, legal protections and the ease of buying or selling the stock.
independent registered public accounting firm financial
"ratified the appointment of Deloitte & Touche, LLP as our 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.
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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 8, 2026

Graphic

EXP WORLD HOLDINGS, INC.

(Exact name of registrant as specified in its charter)

Delaware

001-38493

98-0681092

(State or other jurisdiction

(Commission

(IRS Employer

of incorporation)

File Number)

Identification No.)

2219 Rimland Drive, Suite 301, Bellingham, WA

98226

(Address of principal executive offices)

(Zip Code)

(360) 685-4206

(Registrant’s telephone number, including area code)

Not applicable

(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 (see General Instruction A.2. below):

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, $0.00001 par value per share

AGNT

The Nasdaq Stock Market

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 May 8, 2026, eXp World Holdings, Inc. (the “Company”, “us”, “we”, or “our”) held its 2026 annual meeting of stockholders (the “Annual Meeting”). The record date for stockholders entitled to notice of, and to vote at, the Annual Meeting was February 27, 2026. At the close of business on that date, the Company had 159,268,414 shares eligible to vote, based on 206,004,197 shares of common stock issued as of the record date, of which 46,735,783 shares were held as treasury stock. At the Annual Meeting, the Company’s stockholders voted on four proposals, which are described in more detail in the Company’s proxy statement filed with the U.S. Securities and Exchange Commission on March 9, 2026. The preliminary voting results for the four proposals are set forth below and are subject to change. If the results change, the Company will file an amendment to this current report on Form 8-K to disclose the final results within four business days after they are known.

1.Election of Directors

Our stockholders elected each of Glenn Sanford, Randall Miles, Dan Cahir, Monica Weakley, Peggie Pelosi, and Glenn Sanford to serve until our 2027 annual meeting of stockholders and until his or her successor has been duly elected and qualified, or until his or her earlier death, resignation, or removal. Set forth below are the preliminary results of the stockholder vote on this proposal:

Name of Nominee

Number of Votes Cast For

Number of Votes Cast Against

Number of Abstentions

Broker Non-Votes

Glenn Sanford

115,644,497

1,195,394

324,662

24,994,168

Randall Miles

103,829,343

12,899,769

435,441

24,994,168

Dan Cahir

115,761,276

940,807

462,470

24,994,168

Monica Weakley

115,524,452

981,016

659,085

24,994,168

Peggie Pelosi

111,351,149

5,251,841

561,563

24,994,168

Fred Reichheld

114,796,386

1,720,311

647,856

24,994,168

Approval of Proposal 1 required that each director be elected by the affirmative vote of a majority of shares that were voting in the election.

2.Ratification of Appointment of Independent Registered Public Accounting Firm

Our stockholders ratified the appointment of Deloitte & Touche, LLP as our independent registered public accounting firm for our fiscal year ending December 31, 2026. Set forth below are the results of our stockholder vote on this proposal:

Number of votes cast for the proposal

140,815,867

Number of votes cast against the proposal

423,399

Number of abstentions

919,455

Approval of Proposal 2 required affirmative votes constituting a majority of the shares of common stock that were voting on the matter. 

3.Approval, on an Advisory Basis, of 2025 Named Executive Officer Compensation

Our stockholders approved, on a nonbinding basis, 2025 compensation to our named executive officers. Set forth below are the results of the stockholder vote on this proposal:

Number of votes cast for the proposal

115,169,827

Number of votes cast against the proposal

1,304,316

Number of abstentions

690,410

Broker non-votes

24,994,168

Approval of Proposal 3 required affirmative votes constituting a majority of the shares of common stock that were voting on the matter. 

4.Approval of Redomestication of Company from Delaware to Texas

Proposal 4 was a management proposal to approve the redomestication of the Company from Delaware to Texas by conversion. This proposal was approved. Approval of the proposal required the affirmative vote of each of:

the majority of the Company’s outstanding shares of common stock entitled to vote thereon (the “Statutory Stockholder Approval”);

and

the majority of the Company’s outstanding shares of common stock not owned, directly or indirectly, by members of the Board, any person that the Company has determined to be an “officer” of the Company within the meaning of Section 16a-1(f) of the Securities Exchange Act of 1934 (the “Exchange Act”), and the respective “affiliates” and “associates” of such stockholders as such terms are defined in Rule 12b-2 of the Exchange Act (collectively, the “Affiliated Company Stockholders”), cast in person or by proxy at the Annual Meeting on the proposal (the “Unaffiliated Stockholder Approval”). Stockholders entitled to vote on Proposal 4 other than the Affiliated Company Stockholders are referred to herein as the “Unaffiliated Stockholders”.

The results of the stockholder vote are reported below:

(1)Pursuant to the Statutory Stockholder Approval, the votes based on all shares of common stock entitled to vote on the proposal were as follows:

Number of votes cast for the proposal

80,344,882

Number of votes cast against the proposal

36,550,929

Number of abstentions

268,742

Number of broker non-votes

24,994,168

(2)Pursuant to the Unaffiliated Stockholder Approval, the votes based on the shares of common stock held by Unaffiliated Stockholders were as follows:

Number of votes cast for the proposal

39,978,016

Number of votes cast against the proposal

36,550,929

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 thereunto duly authorized.

 

eXp World Holdings, Inc.

 

(Registrant)

 

 

Date: May 12, 2026

/s/ James Bramble

 

James Bramble

 

Chief Legal Counsel

FAQ

What did eXp World Holdings (EXPI) shareholders approve at the 2026 annual meeting?

Shareholders approved all four proposals: election of six directors, ratification of Deloitte & Touche LLP as auditor, advisory approval of 2025 executive compensation, and a management proposal to redomesticate the company from Delaware to Texas by conversion.

How did eXp World Holdings (EXPI) shareholders vote on the redomestication to Texas?

The redomestication from Delaware to Texas was approved. One required vote received 80,344,882 votes for and 36,550,929 against, with 268,742 abstentions, and another required vote tallied 39,978,016 votes for and 36,550,929 against.

Were eXp World Holdings (EXPI) directors re-elected at the 2026 annual meeting?

Yes. Stockholders elected Glenn Sanford, Randall Miles, Dan Cahir, Monica Weakley, Peggie Pelosi, and Fred Reichheld to serve until the 2027 annual meeting, each receiving more votes cast for than against, with additional broker non-votes reported for each nominee.

Did eXp World Holdings (EXPI) shareholders approve 2025 executive compensation?

Shareholders approved 2025 compensation for named executive officers on a nonbinding basis. The advisory vote received 115,169,827 votes for, 1,304,316 against, 690,410 abstentions, and 24,994,168 broker non-votes, satisfying the majority-of-votes-cast requirement.

What was the auditor ratification result for eXp World Holdings (EXPI)?

Stockholders ratified Deloitte & Touche LLP as the independent registered public accounting firm for the year ending December 31, 2026. The proposal received 140,815,867 votes for, 423,399 votes against, and 919,455 abstentions, meeting the majority-of-votes-cast threshold.

How many eXp World Holdings (EXPI) shares were eligible to vote at the 2026 meeting?

At the February 27, 2026 record date, 159,268,414 shares were eligible to vote. This was based on 206,004,197 shares of common stock issued, of which 46,735,783 shares were held as treasury stock and therefore not eligible to vote.

Filing Exhibits & Attachments

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