HealthStream posts 2026 shareholder vote results

HealthStream, Inc. reported the final voting results from its May 28, 2026 annual meeting of shareholders.

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Form Type

8-K

Rhea-AI Filing Summary

HealthStream, Inc. reported the final voting results from its May 28, 2026 annual meeting of shareholders. Director nominees received the following votes: A. Alex Jahangir had 22,452,989 votes for, 2,421,416 withheld, and 2,654,245 broker non-votes; Jeffrey L. McLaren had 14,484,114 for, 10,390,291 withheld, and 2,654,245 broker non-votes; and Linda Rebrovick had 23,316,490 for, 1,557,915 withheld, and 2,654,245 broker non-votes.

Shareholders also voted on two additional proposals. One proposal received 27,171,627 votes for, 355,926 against, and 1,097 abstentions with no broker non-votes. Another proposal received 23,852,346 votes for, 1,019,058 against, 3,001 abstentions, and 2,654,245 broker non-votes. Directors not up for election continue to serve on the Board.

8-K Event Classification

2 items: 5.07, 9.01

2 items

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.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, or exhibit attachments filed with this report.

Key Figures

Votes for A. Alex Jahangir: 22,452,989 votes Votes for Jeffrey L. McLaren: 14,484,114 votes Votes for Linda Rebrovick: 23,316,490 votes +2 more

5 metrics

Votes for A. Alex Jahangir 22,452,989 votes Director election at May 28, 2026 annual meeting

Votes for Jeffrey L. McLaren 14,484,114 votes Director election at May 28, 2026 annual meeting

Votes for Linda Rebrovick 23,316,490 votes Director election at May 28, 2026 annual meeting

Proposal with no broker non-votes 27,171,627 for / 355,926 against Shareholder proposal vote at May 28, 2026 meeting

Second proposal broker non-votes 2,654,245 broker non-votes Additional proposal at May 28, 2026 meeting

Key Terms

annual meeting of shareholders, broker non votes, withheld, abstain, +1 more

5 terms

annual meeting of shareholders financial

"On May 28, 2026, HealthStream, Inc. ... held its annual meeting of shareholders (the “Annual Meeting”)."

A yearly gathering where a company’s owners (shareholders) vote on key items like electing the board, approving executive pay, and ratifying auditors, and receive updates on performance and strategy. Think of it as an annual town hall for owners: it matters to investors because outcomes and disclosures can affect leadership, corporate direction, dividend and governance policies, and therefore the company’s risk and potential return.

broker non votes financial

"A. Alex Jahangir ... 2,654,245 | Jeffrey L. McLaren ... 2,654,245 | Linda Rebrovick ... 2,654,245"

withheld financial

"A. Alex Jahangir ... 22,452,989 | | | 2,421,416 | | | 2,654,245"

abstain financial

Proxy Statement regulatory

"proposals were described in more detail in the Company’s Proxy Statement filed ... on April 10, 2026"

A proxy statement is a document companies send to shareholders ahead of a meeting that lays out the items up for a vote—like who will sit on the board, executive pay, and major corporate decisions—and provides background so shareholders can decide how to cast their votes or appoint someone to vote for them. Think of it as an agenda plus a ballot and briefing notes, important because the outcomes can change control, strategy, and value.

FAQ

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

What did HealthStream (HSTM) report from its 2026 annual shareholder meeting?

HealthStream reported final voting results from its May 28, 2026 annual meeting. Shareholders voted on director elections and two additional proposals, with detailed tallies of votes for, against, withheld, abstentions, and broker non-votes disclosed for each item.

How did HealthStream shareholders vote on director A. Alex Jahangir in 2026?

Shareholders cast 22,452,989 votes for A. Alex Jahangir, 2,421,416 votes withheld, and 2,654,245 broker non-votes. These figures show strong overall support in the election, with substantially more votes cast for than withheld for this Board nominee.

What were the 2026 HealthStream (HSTM) vote results for director Linda Rebrovick?

Linda Rebrovick received 23,316,490 votes for, 1,557,915 votes withheld, and 2,654,245 broker non-votes. The voting shows a large majority of shares voted in favor of her continued service on HealthStream’s Board compared with the number of withheld votes.

How did HealthStream shareholders vote on the proposal with no broker non-votes?

One proposal received 27,171,627 votes for, 355,926 against, and 1,097 abstentions, with zero broker non-votes reported. This indicates broad shareholder support for the proposal, with only a relatively small number of shares voted against or abstaining.

What were the broker non-votes reported by HealthStream at the 2026 meeting?

Broker non-votes totaled 2,654,245 for each director election and for one additional proposal. Another proposal had no broker non-votes. Broker non-votes occur when brokers lack authority to vote certain shares on specific, typically non-routine, matters.

Do all HealthStream directors continue to serve after the 2026 annual meeting?

Yes. The filing states that the remaining directors who were not up for re-election at the 2026 annual meeting continue to serve on the Board of Directors, providing continuity in HealthStream’s overall Board composition following the shareholder votes.

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

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Accepted by SEC EDGAR 05/29/2026 - 04:34 PM EDT

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 29, 2026 (May 28, 2026)

HealthStream, Inc.

(Exact name of Registrant as Specified in Its Charter)

Tennessee	000-27701	62-1443555
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

500 11th Avenue North, Suite 850, Nashville, Tennessee		37203
(Address of Principal Executive Offices)		(Zip Code)

Registrant’s Telephone Number, Including Area Code: 615-301-3100

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

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 $0.00)	HSTM	Nasdaq Global Select Market

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 Instructions 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))

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 28, 2026, HealthStream, Inc. (the “Company”) held its annual meeting of shareholders (the “Annual Meeting”). The final results of the proposals submitted to shareholder vote at the Annual Meeting, which proposals were described in more detail in the Company’s Proxy Statement filed with the Securities and Exchange Commission on April 10, 2026, are set forth below.

(1)

The shareholders of the Company elected each of the following three directors in Class II for a term of three years and until their successors are duly elected and qualified:

	FOR	WITHHELD	BROKER NON VOTES
A. Alex Jahangir	22,452,989	2,421,416	2,654,245
Jeffrey L. McLaren	14,484,114	10,390,291	2,654,245
Linda Rebrovick	23,316,490	1,557,915	2,654,245

The remaining directors of the Company not up for re-election at the Annual Meeting continue to serve on the Board of Directors.

(2)

The shareholders of the Company ratified the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026:

FOR			AGAINST				ABSTAIN				BROKER NON VOTES
27,171,627			355,926				1,097				0

(3)

The shareholders of the Company approved a non-binding advisory resolution on the Company’s executive compensation as described in the Proxy Statement (“say-on-pay”):

FOR			AGAINST				ABSTAIN				BROKER NON VOTES
23,852,346			1,019,058				3,001				2,654,245

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

104	Cover Page Interactive Data File (the cover page XBRL tags are imbedded in the Inline XBRL document)

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.

Date: May 29, 2026	HealthStream, Inc.


	By:	/s/ Scott A. Roberts
		Scott A. Roberts Chief Financial Officer

Source: View Original Filing on SEC EDGAR

Filing Exhibits & Attachments

4 documents