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Gemini Space Station (GEMI) investors re-elect full board and ratify Deloitte

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

Rhea-AI Filing Summary

Gemini Space Station, Inc. held its 2026 annual stockholder meeting on June 15, 2026. Stockholders voted on electing six directors and ratifying the company’s outside auditor. Class A shares carried one vote per share and Class B shares carried ten votes per share, voting together as a single class.

All six nominees, including Tyler and Cameron Winklevoss, Jonathan Durham, James Anthony Esposito, Maria Filipakis, and Sachin Chand Jaitly, were elected, each receiving over 753 million votes for. Stockholders also ratified Deloitte & Touche LLP as independent registered public accounting firm with 769,400,614 votes for and limited opposition.

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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.
Meeting date June 15, 2026 2026 annual meeting of stockholders
Record date April 20, 2026 Eligibility to vote at annual meeting
Votes for Tyler Winklevoss 753,956,463 votes Election of directors proposal
Votes for Cameron Winklevoss 753,851,546 votes Election of directors proposal
Votes for Jonathan Durham 755,617,150 votes Election of directors proposal
Auditor ratification votes for 769,400,614 votes Ratification of Deloitte & Touche LLP
Auditor ratification votes against 1,387,756 votes Ratification of Deloitte & Touche LLP
broker non-votes financial
"Nominee | Votes For | Votes Withheld | 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
"To ratify the appointment 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.
record date regulatory
"as of the close of business on April 20, 2026 (the “Record Date”)"
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.
Class B common stock financial
"holders of the Company’s Class B common stock were entitled to ten votes for each share"
A class B common stock is one of multiple types of a company’s ordinary shares that carries specific rights—often different voting power or dividend priority—compared with other classes. For investors it matters because those differences affect how much influence you have over company decisions, the income you might receive, and how freely the shares trade; think of it like owning a car with different keys: some keys let you start the engine and open the trunk, others only unlock the door.
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.
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0002055592FALSE00020555922026-03-192026-03-19

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 15, 2026
___________________________________
Gemini Space Station, Inc.
(Exact name of registrant as specified in its charter)
___________________________________

Nevada
(State or other jurisdiction of
incorporation or organization)
001-42836
(Commission File Number)
33-3263417
(I.R.S. Employer Identification Number)
600 Third Avenue, 2nd Floor
New York, NY 100161
(Address of principal executive offices) (Zip code)
(646) 751-4401
(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:

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
Name of each exchange on which registered
Class A common stock, $0.001 par value per share
GEMI
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    
1 We use this address for receiving mail and correspondence to our principal executive office located in New York, NY.



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 15, 2026, Gemini Space Station, Inc. (“Gemini,” the “Company,” “we,” or “us”) held its 2026 annual meeting of stockholders (the “Annual Meeting”). The Company’s stockholders voted on two proposals at the Annual Meeting, each of which is described below as well as more fully in the Company’s definitive proxy statement filed with the Securities and Exchange Commission on April 30, 2026 (the “Proxy Statement”). Holders of the Company’s Class A common stock were entitled to one vote for each share held as of the close of business on April 20, 2026 (the “Record Date”), and holders of the Company’s Class B common stock were entitled to ten votes for each share held as of the close of business on the Record Date. The Class A common stock and Class B common stock voted as a single class on all matters at the Annual Meeting.

At the Annual Meeting, the Company’s stockholders voted on the following proposals:

1.To elect Tyler Winklevoss, Cameron Winklevoss, Jonathan Durham, James Anthony Esposito, Maria Filipakis, and Sachin Chand Jaitly to serve as directors for a term expiring at the Company’s 2027 annual meeting of stockholders and until their successors are duly elected and qualified or until their earlier death, resignation, retirement, disqualification or removal.
2.To ratify the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026.

The final voting results for each of these proposals are as follows:

Proposal 1: Election of Directors.


Nominee
Votes For
Votes Withheld
Broker Non-Votes
Tyler Winklevoss
753,956,463
2,626,302
14,822,973
Cameron Winklevoss
753,851,546
2,731,219
14,822,973
Jonathan Durham
755,617,150
965,615
14,822,973
James Anthony Esposito
755,617,257
965,508
14,822,973
Maria Filipakis
755,593,413
989,352
14,822,973
Sachin Chand Jaitly
755,595,456
987,309
14,822,973

Each of the six nominees for director was elected to serve for a term expiring at the Company’s 2027 annual meeting of stockholders and until their successors are duly elected and qualified or until their earlier death, resignation, retirement, disqualification or removal.

Proposal 2: Ratification of Appointment of Independent Registered Public Accounting Firm.

Votes For
Votes Against
Abstain/Withheld
Broker Non-Votes
769,400,614
1,387,756
617,368

The Company’s stockholders ratified the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026.







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.

GEMINI SPACE STATION, INC.
Date:
June 15, 2026
By:
/s/ Danijela Stojanovic
Name:
Danijela Stojanovic
Title:
Interim Chief Financial Officer






FAQ

What did Gemini Space Station (GEMI) stockholders vote on at the 2026 annual meeting?

Stockholders voted on electing six directors and ratifying Deloitte & Touche LLP as independent auditor. Both proposals were approved, confirming the company’s board slate and external auditor for the fiscal year ending December 31, 2026.

Were Gemini Space Station’s 2026 director nominees elected by stockholders?

Yes, all six director nominees were elected. Each nominee, including Tyler and Cameron Winklevoss, Jonathan Durham, James Anthony Esposito, Maria Filipakis, and Sachin Chand Jaitly, received more than 753 million votes in favor, with relatively small withhold votes and broker non-votes recorded.

How did Gemini Space Station (GEMI) stockholders vote on the Deloitte & Touche LLP auditor ratification?

Stockholders ratified Deloitte & Touche LLP with 769,400,614 votes for, 1,387,756 against, and 617,368 abstentions. There were no broker non-votes on this proposal, confirming Deloitte as the independent registered public accounting firm for the 2026 fiscal year.

What voting power do Gemini Space Station Class A and Class B shares have?

Holders of Class A common stock had one vote per share, while holders of Class B common stock had ten votes per share. Both classes voted together as a single class on all proposals at the 2026 annual meeting held on June 15, 2026.

What was the record date for Gemini Space Station’s 2026 annual meeting?

The record date was April 20, 2026. Stockholders holding Class A or Class B common stock at the close of business on that date were entitled to vote at the 2026 annual meeting on director elections and auditor ratification.

Filing Exhibits & Attachments

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