Inseego shareholders back directors, auditors, pay

Inseego Corp. reported the results of its annual stockholder meeting.

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Form Type

8-K

Rhea-AI Filing Summary

Inseego Corp. reported the results of its annual stockholder meeting. Out of 16,240,613 common shares entitled to vote, 11,532,761 shares were represented in person or by proxy. Stockholders elected James B. Avery and Jeffrey Tuder as directors for three-year terms ending at the 2029 annual meeting.

Stockholders also approved the ratification of CBIZ CPAs P.C. as independent registered public accountants for the fiscal year ending December 31, 2026. In addition, on a non-binding advisory basis, stockholders approved the compensation of the company’s named executive officers.

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: 16,240,613 shares Shares represented: 11,532,761 shares Avery votes for: 6,714,605 votes +3 more

6 metrics

Shares entitled to vote 16,240,613 shares Common stock entitled to vote at the annual meeting

Shares represented 11,532,761 shares Shares present in person or by proxy at the meeting

Avery votes for 6,714,605 votes Votes for director nominee James B. Avery

Tuder votes for 6,331,622 votes Votes for director nominee Jeffrey Tuder

Auditor ratification for 11,292,499 votes Votes for ratifying CBIZ CPAs P.C. for 2026

Say-on-pay for 5,322,984 votes Votes for non-binding advisory executive compensation proposal

Key Terms

broker non-votes, independent registered public accountants, non-binding advisory basis

3 terms

broker non-votes financial

"Broker Non-Votes 4,091,791"

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 accountants financial

"CBIZ CPAs P.C. as the Company’s independent registered public accountants"

Independent registered public accountants are external auditing firms licensed to examine a public company’s financial records and issue an objective opinion on whether the financial statements are accurate and follow accounting rules. They matter to investors because their independent check is like a neutral referee confirming the score in a game — it reduces the risk of errors or misleading information and helps investors trust the financial reports used to make decisions.

non-binding advisory basis financial

"to approve, on a non-binding advisory basis, the compensation"

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.

FAQ

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

What did Inseego Corp. (INSG) stockholders vote on at the latest annual meeting?

Inseego stockholders elected two directors, ratified CBIZ CPAs P.C. as independent auditors for 2026, and approved executive compensation in a non-binding advisory vote, reflecting support for the board’s nominees and proposals.

How many Inseego (INSG) shares were represented at the annual meeting?

A total of 11,532,761 Inseego shares were represented in person or by proxy, out of 16,240,613 shares entitled to vote, indicating a substantial level of shareholder participation in the annual meeting decisions.

Were Inseego Corp. (INSG) director nominees elected at the 2026 annual meeting?

Yes. James B. Avery and Jeffrey Tuder were elected to three-year terms ending at the 2029 annual meeting, receiving more votes for than withheld, with additional broker non-votes reported for each nominee.

Did Inseego (INSG) stockholders approve the company’s independent auditors?

Yes. Stockholders approved the ratification of CBIZ CPAs P.C. as independent registered public accountants for the year ending December 31, 2026, with 11,292,499 votes for, 168,074 against, and 72,188 abstentions.

How did Inseego (INSG) stockholders vote on executive compensation?

On a non-binding advisory basis, 5,322,984 votes were cast for the executive compensation proposal, 1,245,243 against, and 872,743 abstentions, with 4,091,791 broker non-votes, resulting in approval of the compensation.

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

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Accepted by SEC EDGAR 06/22/2026 - 04:15 PM

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 16, 2026

INSEEGO CORP.

(Exact Name of Registrant as Specified in Charter)

Delaware	001-38358	81-3377646
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

9710 Scranton Road, Suite 200

San Diego, California 92121

(Address of principal executive offices) (Zip Code)

(858) 812-3400

(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))

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, par value $0.001 per share	INSG	Nasdaq Global Select 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 June 16, 2026, Inseego Corp. (the “Company”) held an annual meeting of its stockholders (the “Annual Meeting”). Of the 16,240,613 shares of the Company’s common stock entitled to vote at the Annual Meeting, a total of 11,532,761 shares were represented at the Annual Meeting in person or by proxy. The voting results for each item of business properly presented at the Annual Meeting are set forth below.

Proposal 1: Election of Directors

Both of the persons nominated by the Company to serve as directors for a three-year term until the 2029 annual meeting of stockholders were elected with the following votes:

Name of Nominee	Votes For	Votes Withheld	Broker Non-Votes
James B. Avery	6,714,605	726,365	4,091,791

Jeffrey Tuder	6,331,622	1,109,348	4,091,791

Proposal 2: Ratification of Appointment of Independent Registered Public Accountants

The proposal to ratify the appointment of CBIZ CPAs P.C. as the Company’s independent registered public accountants for the fiscal year ending December 31, 2026 was approved with the following vote:

Votes For		Votes Against		Abstentions		Broker Non-Votes
11,292,499		168,074		72,188		0

Proposal 3: Advisory Vote on Executive Compensation

The proposal to approve, on a non-binding advisory basis, the compensation paid to the Company’s named executive officers was approved with the following vote:

Votes For		Votes Against		Abstentions		Broker Non-Votes
5,322,984		1,245,243		872,743		4,091,791

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this Current Report on Form 8-K to be signed on its behalf by the undersigned hereunto duly authorized.

	INSEEGO CORP.

Date: June 22, 2026	By:	/s/ Steven Gatoff
		Name: Steven Gatoff
		Title: Chief Financial Officer

Source: View Original Filing on SEC EDGAR

Filing Exhibits & Attachments

3 documents