Nuwellis holders elect directors, ratify auditor
Nuwellis, Inc. held its annual stockholder meeting where investors elected two Class I directors and approved the company’s auditor for 2026.
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Form Type
8-K
Rhea-AI Filing Summary
Nuwellis, Inc. held its annual stockholder meeting where investors elected two Class I directors and approved the company’s auditor for 2026. Marty J. Emerson and David A. McDonald were elected to three-year terms ending at the 2029 annual meeting.
Stockholders also ratified Baker Tilly US, LLP as Nuwellis’ independent registered public accounting firm for the fiscal year ending December 31, 2026. A total of 1,078,020 common shares, representing approximately 43.81% of shares outstanding as of the record date, were represented virtually or by proxy.
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 represented: 1,078,020 shares
Representation percentage: 43.81%
Votes for Emerson: 397,057 votes
+5 more
8 metrics
Shares represented
1,078,020 shares
Present virtually or by proxy at the annual meeting
Representation percentage
43.81%
Portion of common stock outstanding as of record date
Votes for Emerson
397,057 votes
For election of Class I director Marty J. Emerson
Votes withheld Emerson
23,144 votes
Withheld in election of Marty J. Emerson
Votes for McDonald
352,646 votes
For election of Class I director David A. McDonald
Votes withheld McDonald
67,555 votes
Withheld in election of David A. McDonald
Votes for auditor
1,053,309 votes
For ratification of Baker Tilly US, LLP for 2026
Votes against auditor
7,748 votes
Against ratification of Baker Tilly US, LLP for 2026
Key Terms
Class I director, broker non-votes, independent registered public accounting firm, proxy, +1 more
5 terms
Class I director financial
"elected two Class I director nominees to the Company’s board of directors"
A class I director is a member of a company’s board who belongs to one of several groups whose terms expire in a specified year under a staggered election system; each class is elected on a different cycle so only a portion of the board faces re-election each year. This matters to investors because it affects how quickly control of the board can change, the company’s continuity and oversight, and the ease of mounting or defending against takeover efforts—think of a team where only some players are replaced each season rather than the whole roster at once.
broker non-votes financial
"Marty J. Emerson | 397,057 | 23,144 | 657,819"
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
"ratified the appointment of Baker Tilly US, 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.
proxy financial
"present at the Annual Meeting, virtually via the internet or by proxy"
A proxy is the authorization a shareholder gives to another person or document to cast votes on their behalf at a company meeting. Think of it like handing someone your voting ticket so they can represent your choices on board elections, executive pay, mergers and other big decisions; it matters because proxies determine who controls the company and which proposals pass, directly affecting share value and investor returns.
record date financial
"shares of common stock outstanding as of the record date for the Annual Meeting"
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.
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
What did Nuwellis (NUWE) stockholders approve at the April 2026 annual meeting?
Stockholders elected two Class I directors and ratified Baker Tilly US, LLP as independent registered public accounting firm for 2026. These approvals confirm the company’s board composition and auditor appointment for the fiscal year ending December 31, 2026.
Who was elected to the Nuwellis (NUWE) board at the 2026 annual meeting?
Marty J. Emerson and David A. McDonald were elected as Class I directors. They will serve three-year terms until the 2029 annual meeting, or until a successor is elected and qualified or an earlier death, resignation, or removal occurs.
What were the vote results for Nuwellis director nominee Marty J. Emerson?
Marty J. Emerson received 397,057 votes for, 23,144 votes withheld, and 657,819 broker non-votes. Because he received the highest number of “FOR” votes among Class I nominees, he was elected to the Nuwellis board of directors.
What were the vote results for Nuwellis (NUWE) auditor ratification in 2026?
For ratifying Baker Tilly US, LLP as independent registered public accounting firm for 2026, stockholders cast 1,053,309 votes for, 7,748 votes against, and 16,963 abstentions. The proposal required a majority of shares entitled to vote and present.
How was director David A. McDonald supported by Nuwellis stockholders?
David A. McDonald received 352,646 votes for, 67,555 votes withheld, and 657,819 broker non-votes. With the highest number of “FOR” votes among Class I nominees, this vote confirmed his election to a three-year term on the Nuwellis board.
AI-generated analysis. How Rhea-AI works. Not financial advice.
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