Freedom Holding holders elect 2 directors, OK pay

Shareholders of Freedom Holding Corp. re-elected two Class I directors, approved say-on-pay, and ratified Deloitte LLP in Kazakhstan as auditor for fiscal 2027.

Rhea-AI Filing Summary

Freedom Holding Corp. (FRHC) reported the results of its 2026 annual meeting of stockholders held on September 16, 2026. As of the July 20, 2026 record date, 63,803,116 shares of common stock were issued, outstanding, and entitled to vote.

Stockholders elected Askar Tashtitov and Boris Cherdabayev as Class I directors to serve until the 2029 annual meeting, with 42,851,938 and 42,674,821 votes cast for their election, respectively, plus broker non-votes. Stockholders also approved on an advisory basis the compensation of the named executive officers, with 42,637,294 votes for, and ratified the appointment of Deloitte LLP in Kazakhstan as independent registered public accounting firm for the 2027 fiscal year by a strong majority of 43,802,420 votes for.

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 entitled to vote: 63,803,116 shares Votes for director Askar Tashtitov: 42,851,938 votes Votes for director Boris Cherdabayev: 42,674,821 votes +3 more

6 metrics

Shares entitled to vote 63,803,116 shares Common stock issued, outstanding, and entitled to vote as of July 20, 2026 record date

Votes for director Askar Tashtitov 42,851,938 votes Election as Class I director at 2026 annual meeting

Votes for director Boris Cherdabayev 42,674,821 votes Election as Class I director at 2026 annual meeting

Say-on-pay votes for 42,637,294 votes Advisory approval of compensation of named executive officers

Auditor ratification votes for 43,802,420 votes Ratification of Deloitte LLP in Kazakhstan for 2027 fiscal year

Broker non-votes on director elections 900,919 votes Broker non-votes reported on each director proposal

Key Terms

broker non-vote, advisory basis, independent registered public accounting firm, emerging growth company

4 terms

broker non-vote financial

"FOR | WITHHELD | BROKER NON-VOTE Askar Tashtitov | 42,851,938 | 55,543 | 900,919"

A broker non-vote happens when a brokerage firm holds shares in street name for a client but does not cast a ballot on a particular shareholder item because the broker lacks discretionary authority to vote that matter. Think of it like a person who owns a ticket but the ticket-holder refuses to vote on some issues; the share counts for ownership but not for that vote, which can affect whether proposals reach the required number of votes or a quorum.

advisory basis financial

"Approval, on an Advisory Basis, of the Compensation of the Company's Named Executive Officers"

independent registered public accounting firm financial

"ratify the appointment of Deloitte LLP in Kazakhstan ... 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"

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.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What key decisions did FRHC shareholders make at the 2026 annual meeting?

Shareholders elected two Class I directors (Askar Tashtitov and Boris Cherdabayev) through the 2029 meeting, approved on an advisory basis executive compensation, and ratified Deloitte LLP in Kazakhstan as independent registered public accounting firm for the 2027 fiscal year.

How many FRHC shares were entitled to vote at the 2026 annual meeting?

As of the July 20, 2026 record date, 63,803,116 shares of Freedom Holding Corp.’s common stock were issued, outstanding, and entitled to vote at the 2026 annual meeting of stockholders.

What were the vote totals for FRHC director Askar Tashtitov in 2026?

For the election of Askar Tashtitov as a Class I director, shareholders cast 42,851,938 votes for, 55,543 withheld, and 900,919 broker non-votes at the 2026 annual meeting.

How did FRHC shareholders vote on the say-on-pay proposal in 2026?

On the advisory vote to approve compensation of named executive officers, FRHC shareholders cast 42,637,294 votes for, 269,328 against, 859 abstentions, and 900,919 broker non-votes at the 2026 annual meeting.

Which audit firm did FRHC shareholders ratify for fiscal 2027 and by what margin?

Shareholders ratified Deloitte LLP in Kazakhstan as FRHC’s independent registered public accounting firm for the 2027 fiscal year, with 43,802,420 votes for, 5,291 against, and 689 abstentions.

Who signed the FRHC report on the 2026 annual meeting voting results?

The report was signed on behalf of Freedom Holding Corp. by Assel Mussina, Corporate Secretary, dated September 17, 2026.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 09/17/2026 - 08:07 AM Accepted by SEC EDGAR 09/17/2026 - 08:06 AM Learn about SEC filing dates

40 Wall Street, 58th Floor, New York, NY10005(212)9804400NasdaqFalse000092480500009248052022-09-132022-09-13

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): September 16, 2026

FREEDOM HOLDING CORP.

(Exact name of registrant as specified in its charter)

Nevada

001-33034

30-0233726

(State or other jurisdiction of incorporation)

Commission File Number)

(IRS Employer Identification No.)

40 Wall Street, 58th Floor, New York, NY

(Address of principal executive offices)

10005

(Zip code)

(212) 980 4400

(Registrant’s telephone number, including area code)

N/A

(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 under Section 12(b) of the Act:

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common Stock, par value $0.001 per share

FRHC

The Nasdaq Capital 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 September 16, 2026, Freedom Holding Corp. (the "Company") held its 2026 annual meeting of stockholders (the "2026 Annual Meeting"). As of July 20, 2026, the record date for the 2026 Annual Meeting, 63,803,116 shares of the Company's common stock were issued and outstanding and entitled to vote at the 2026 Annual Meeting. A summary of the matters voted upon by the Company's stockholders is set forth below.

Proposal 1 - Election of Directors. The Company's stockholders elected Askar Tashtitov and Boris Cherdabayev as Class I directors of the Company to serve until the 2029 Annual Meeting of Stockholders, and until their respective successors have been duly elected and qualified. The final voting results were as follows:

			FOR						WITHHELD						BROKER NON-VOTE
Askar Tashtitov			42,851,938						55,543						900,919
Boris Cherdabayev			42,674,821						232,660						900,919

Proposal 2 - Approval, on an Advisory Basis, of the Compensation of the Company's Named Executive Officers. The Company's stockholders voted to approve, on an advisory basis, the compensation of the Company's named executive officers. The final voting results were as follows:

FOR						AGAINST						ABSTAIN						BROKER NON-VOTE
42,637,294						269,328						859						900,919

Proposal 3 - Ratification of the Appointment of the Company's Independent Registered Public Accounting Firm. The Company's stockholders voted to ratify the appointment of Deloitte LLP in Kazakhstan, a member of Deloitte Touche Tohmatsu Limited, a UK private company limited by guarantee, as the Company's independent registered public accounting firm for the 2027 fiscal year. The final voting results were as follows:

FOR						AGAINST						ABSTAIN
43,802,420						5,291						689

2

SIGNATURE

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.

			FREEDOM HOLDING CORP.
Date: September 17, 2026			By:			/s/ Assel Mussina
						Assel Mussina
						Corporate Secretary

3

Filing Exhibits & Attachments

3 documents

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