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Hudson Technologies (HDSN) shareholders back directors, pay and 2026 auditor

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

Rhea-AI Filing Summary

Hudson Technologies, Inc. reported the results of its annual shareholder meeting held on June 10, 2026. Shareholders elected Loan N. Mansy, Richard Parrillo, Eric A. Prouty and Alan Sheriff as directors, each receiving over 23.2 million votes in favor.

Shareholders also approved, on a non-binding advisory basis, the compensation of the company’s named executive officers, with 20,945,349 votes for, 3,797,718 against and 159,320 abstentions. In addition, they ratified the appointment of BDO USA, P.C. as independent registered public accounting firm for the fiscal year ending December 31, 2026, with 29,468,060 votes for, 831,926 against and 28,685 abstentions.

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.
Votes for Loan N. Mansy 23,249,145 votes Director election at June 10, 2026 annual meeting
Votes for executive compensation 20,945,349 votes Non-binding advisory say-on-pay approval
Votes against executive compensation 3,797,718 votes Non-binding advisory say-on-pay proposal
Broker non-votes on say-on-pay 5,426,284 votes Executive compensation advisory vote
Votes for auditor ratification 29,468,060 votes Ratification of BDO USA, P.C. for FY ending Dec 31, 2026
Votes against auditor ratification 831,926 votes Ratification of BDO USA, P.C.
broker non-votes financial
"The votes cast by shareholders with respect to the election of directors were as follows"
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.
non-binding advisory basis financial
"the approval, on a non-binding advisory basis, of the compensation of the Company’s named executive officers"
A non-binding advisory basis is guidance or a recommendation offered for informational purposes that does not create legal obligations or guarantees; recipients can accept, modify, or ignore it without contractual consequences. Investors should treat it like a weather forecast for planning—useful for forming expectations and assessing risk, but not a firm promise—so they should verify assumptions, seek confirming information, and avoid relying on it as the sole basis for investment decisions.
independent registered public accounting firm financial
"the ratification of the appointment of BDO USA, P.C. 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
"Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). 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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false 0000925528 HUDSON TECHNOLOGIES INC /NY 0000925528 2026-06-10 2026-06-10 iso4217:USD xbrli:shares iso4217:USD xbrli:shares

 

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 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 10, 2026

 

Hudson Technologies, Inc.

(Exact Name of Registrant as Specified in Charter)

 

New York

(State or Other Jurisdiction of Incorporation)

 

1-13412   13-3641539
(Commission File Number)   (IRS Employer Identification No.)

 

300 Tice Boulevard, Suite 290, Woodcliff Lake, New Jersey   07677
(Address of Principal Executive Offices)   (Zip Code)

 

(845) 735-6000

(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 Symbols(s) Name of each exchange on which registered
Common Stock, $0.01 par value HDSN 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 5.07Submission of Matters to a Vote of Security Holders.

 

At the Annual Meeting of Shareholders of Hudson Technologies, Inc. (the “Company”) held on June 10, 2026, the shareholders of the Company:

 

(i)elected Loan N. Mansy, Richard Parrillo, Eric A. Prouty and Alan Sheriff to serve as directors of the Company to hold office until the Annual Meeting of Shareholders to be held in 2028 and until their successors have been duly elected and qualified;
(ii)approved, on a non-binding advisory basis, the compensation of the Company’s named executive officers; and
(iii)ratified the appointment of BDO USA, P.C. as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026.

 

1.       The votes cast by shareholders with respect to the election of directors were as follows:

 

   Votes  Votes  Broker 
Director  “For”  “Withheld”  Non-Votes 

Loan N. Mansy

 

23,249,145

 

1,653,242

 

5,426,284

 
           

Richard Parrillo

 

23,369,325

 

1,533,062

 

5,426,284

 
           

Eric A. Prouty

 

23,380,263

 

1,522,124

 

5,426,284

 
           
Alan Sheriff  23,570,881  1,331,506  5,426,284 

  

2.       The votes cast by shareholders with respect to the approval, on a non-binding advisory basis, of the compensation of the Company’s named executive officers were as follows:

 

Votes “For”  Votes “Against”  Abstentions  Broker Non-Votes
20,945,349  3,797,718  159,320  5,426,284

 

3.       The votes cast by shareholders with respect to the ratification of the appointment of BDO USA, P.C. as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026 were as follows:

 

Votes “For”Votes “Against”Abstentions
29,468,060831,92628,685

 

There were no broker non-votes with respect to this proposal.

 

2

 

 

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.

 

Date: June 11, 2026

 

  HUDSON TECHNOLOGIES, INC.
   
 

By:

/s/ Brian J. Bertaux

  Name: Brian J. Bertaux
  Title: Chief Financial Officer & Secretary

 

3

 

FAQ

What did Hudson Technologies (HDSN) shareholders approve at the June 10, 2026 meeting?

Shareholders approved all three proposals at the June 10, 2026 meeting. They re-elected four directors, gave advisory approval to executive compensation, and ratified BDO USA, P.C. as independent registered public accounting firm for the fiscal year ending December 31, 2026.

Which directors were elected at Hudson Technologies (HDSN) 2026 annual meeting?

Four directors were elected at the 2026 annual meeting. Shareholders chose Loan N. Mansy, Richard Parrillo, Eric A. Prouty and Alan Sheriff, each receiving more than 23.2 million votes “For,” with additional votes withheld and broker non-votes reported for each director.

How did Hudson Technologies (HDSN) shareholders vote on executive compensation in 2026?

Shareholders approved executive compensation on a non-binding advisory basis. The say-on-pay proposal received 20,945,349 votes “For,” 3,797,718 votes “Against,” 159,320 abstentions and 5,426,284 broker non-votes, indicating overall support for the company’s named executive officer pay program in the reported period.

Was BDO USA, P.C. ratified as Hudson Technologies (HDSN) auditor for 2026?

Yes, shareholders ratified BDO USA, P.C. as independent registered public accounting firm. The ratification received 29,468,060 votes “For,” 831,926 votes “Against,” and 28,685 abstentions, with no broker non-votes, covering the fiscal year ending December 31, 2026 for Hudson Technologies.

Were there broker non-votes in Hudson Technologies (HDSN) 2026 shareholder votes?

Yes, broker non-votes were reported on two proposals. Director elections and the advisory vote on executive compensation each showed 5,426,284 broker non-votes, while the auditor ratification proposal had no broker non-votes according to the disclosed 2026 annual meeting voting results.

Filing Exhibits & Attachments

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