[8-K] WM Technology, Inc. Reports Material Event

Rhea-AI Filing Summary

WM Technology (Nasdaq: MAPS) filed an 8-K reporting results of its 24 June 2025 Annual Meeting.

• Quorum: 117,465,020 shares (≈76% of outstanding) were represented.
• Director elections: Anthony Bay received 63,265,772 for / 23,616,419 withheld; Glen Ibbott 85,062,827 for / 1,819,364 withheld. Both will serve until 2028.
• Say-on-Pay: 82,257,989 for; 4,545,191 against; 79,011 abstain. Advisory compensation proposal approved.
• Auditor: Baker Tilly US, LLP ratified with 114,845,681 for; 2,472,903 against.

No other matters or material changes were disclosed.

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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 24, 2025

WM TECHNOLOGY, INC.

(Exact name of registrant as specified in its charter)

Delaware			001-39021			98-1605615
(State or Other Jurisdiction of Incorporation)			(Commission File Number)			(I.R.S. Employer Identification No.)

41 Discovery Irvine, California						92618
(Address of principal executive offices)						(Zip Code)

(844) 933-3627

(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 obligations 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(s)			Name of each exchange on which registered
Class A Common Stock, $0.0001 par value per share			MAPS			The Nasdaq Global Select Market
Warrants, each whole warrant exercisable for one share of Class A Common Stock at an exercise price of $11.50 per share			MAPSW			The 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 24, 2025, WM Technology, Inc, (the “Company”) held its 2025 Annual Meeting of Stockholders (the “Annual Meeting”). As of April 28, 2025, the record date for the Annual Meeting (the “Record Date”), 154,373,308 shares of the Company’s common stock were outstanding and entitled to vote at the Annual Meeting. A summary of the matters voted upon by stockholders at the Annual Meeting is set forth below.

A total of 117,465,020 shares of the Company’s common stock were present at the Annual Meeting in person, by virtual attendance, or by proxy, which represents approximately 76% of the shares of the Company’s common stock outstanding as of the Record Date.

Proposal 1. Election of Directors.

The Company’s stockholders elected the two persons listed below as Class I Directors, each to serve until the Company’s 2028 Annual Meeting of Stockholders or until their successors are duly elected and qualified or until their earlier death, resignation or removal. The final voting results are as follows:

Name						Votes For						Votes Withheld						Broker Non-Votes
Anthony Bay						63,265,772						23,616,419						30,582,829
Glen Ibbott						85,062,827						1,819,364						30,582,829

Proposal 2. Advisory Vote, on an Non-Binding Basis, to approve the Compensation of the Company’s Named Executive Officers for the Year Ended 2024.

The Company’s stockholders approved, on a non-binding advisory basis, the compensation of the Company’s named executive officers as disclosed in the Company’s definitive proxy statement relating to the Annual Meeting. The final voting results are as follows:

Votes For						Votes Against						Abstentions						Broker Non-Votes
82,257,989						4,545,191						79,011						30,582,829

Proposal 3. Ratification of Selection of Independent Registered Public Accounting Firm.

The Company’s stockholders ratified the selection of Baker Tilly US, LLP by the Audit Committee of the Board as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2025. The final voting results are as follows:

Votes For

Votes Against

Abstentions

Broker Non-Votes

114,845,681

2,472,903

146,436

N/A

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.

Dated: June 27, 2025
						WM TECHNOLOGY, INC.
						By:			/s/ Susan Echard
									Susan Echard
									Chief Financial Officer

FAQ

How many WM Technology (MAPS) shares were represented at the 2025 annual meeting?

A total of 117,465,020 shares, or about 76% of shares outstanding, were present in person, virtually, or by proxy.

Which directors were elected at WM Technology's 2025 annual meeting?

Shareholders elected Anthony Bay (63,265,772 votes for) and Glen Ibbott (85,062,827 votes for) as Class I directors until 2028.

Did WM Technology investors approve the 2024 executive compensation package?

Yes. The non-binding say-on-pay proposal received 82,257,989 votes for, 4,545,191 against, and 79,011 abstentions.

Which audit firm will serve WM Technology for fiscal 2025 and how was it ratified?

Shareholders ratified Baker Tilly US, LLP with 114,845,681 votes for, 2,472,903 against, and 146,436 abstentions.