Porch Group (NASDAQ: PRCH) investors approve directors, pay and ESPP

Filing Impact

(Moderate)

Filing Sentiment

(Neutral)

Form Type

8-K

Rhea-AI Filing Summary

Porch Group, Inc. reported the results of its June 10, 2026 annual stockholder meeting, where 97,045,124 common shares were represented, equaling 90.2% of voting power as of the April 13, 2026 record date. Stockholders elected eight directors, each receiving between 75.7 million and 76.5 million votes in favor, with sizable broker non-votes reported.

Investors also ratified Grant Thornton LLP as independent registered public accounting firm for the year ending December 31, 2026 with 96,734,263 votes for and 31,110 against. On an advisory basis, stockholders approved executive compensation with 72,022,883 votes for and 5,371,518 against. They further approved the Porch Group, Inc. Employee Stock Purchase Plan, which received 76,996,564 votes for and 182,687 against.

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, and exhibit attachments filed with this report.

Key Figures

Shares represented: 97,045,124 shares Voting power represented: 90.2% Auditor ratification votes for: 96,734,263 shares +3 more

6 metrics

Shares represented 97,045,124 shares Common stock represented at June 10, 2026 annual meeting

Voting power represented 90.2% Percentage of voting power as of April 13, 2026 record date

Auditor ratification votes for 96,734,263 shares Votes for Grant Thornton LLP as 2026 auditor

Say-on-pay votes for 72,022,883 shares Advisory approval of named executive officer compensation

ESPP votes for 76,996,564 shares Approval of Porch Group, Inc. Employee Stock Purchase Plan

Director votes for (example) 76,545,061 shares Votes for nominee Regi Vengalil as director

Key Terms

broker non-votes, independent registered public accounting firm, advisory (non-binding) basis, Employee Stock Purchase plan, +1 more

5 terms

broker non-votes financial

"with 96.8% to 98.9% of the votes cast in favor of each person as follows NOMINEE | FOR | WITHHOLD | BROKER NON-VOTES"

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

"The appointment of Grant Thornton LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2026 was ratified"

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.

advisory (non-binding) basis financial

"The compensation of the Company’s named executive officers was approved by the Company’s stockholders, on an advisory (non-binding) basis"

Employee Stock Purchase plan financial

"The Porch Group, Inc. Employee Stock Purchase plan was approved and adopted by the Company's stockholders"

An employee stock purchase plan is a company program that lets workers buy shares through small payroll deductions, often at a discount to the market price and after a set offering period. Think of it like a workplace savings plan that turns into ownership: it encourages employees to share in the company’s success and can create predictable buying or selling of stock that investors watch because it affects supply, demand and employee incentives.

emerging growth company regulatory

"Emerging growth company o o Item 5.07. Submission of Matters to a Vote of Security Holders."

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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Understanding 8-K Material Events →

06/15/2026 - 04:10 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 10, 2026

PORCH GROUP, INC.

(Exact name of registrant as specified in its charter)

Delaware

001-39142

84-2587663

(State or other jurisdiction

of incorporation)

(Commission File Number)

(IRS Employer

Identification No.)


411 1st Avenue S., Suite 501
Seattle, Washington			98104
(Address of principal executive offices)			(Zip Code)

(855) 767-2400

(Registrant’s telephone number, including area code)

(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:


o			Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o			Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o			Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o			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

Common stock, par value $0.0001

PRCH

The Nasdaq Stock Market LLC

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 o

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. o

Item 5.07. Submission of Matters to a Vote of Security Holders.

Porch Group, Inc. (the “Company”) held its annual meeting of stockholders (the “Annual Meeting”) on June 10, 2026. Present at the Annual Meeting virtually or represented by proxy were holders of 97,045,124 shares of common stock of the Company, representing 90.2% of the Company's voting power as of the close of business on the April 13, 2026 record date.

The voting results for the proposals considered and voted upon at the Annual Meeting are set forth below, each of which is more fully described in the Company’s definitive proxy statement filed with the Securities and Exchange Commission on April 17, 2026.

1.Each of the following persons was duly elected by the Company’s stockholders to serve as a director on the Board of Directors until the Company’s 2027 Annual Meeting of Stockholders and until their successor is duly elected and qualified, subject to their earlier resignation, removal, or termination of service, with 96.8% to 98.9% of the votes cast in favor of each person as follows:


NOMINEE	FOR	WITHHOLD	BROKER NON-VOTES
Matthew Ehrlichman	75,913,504	1,499,372	19,632,248
Sean Kell	74,941,903	2,470,973	19,632,248
Rachel Lam	76,357,310	1,055,566	19,632,248
Alan Pickerill	76,466,402	946,474	19,632,248
Amanda Reierson	76,370,524	1,042,352	19,632,248
Maurice Tulloch	75,795,953	1,616,923	19,632,248
Camilla Velasquez	75,718,023	1,694,853	19,632,248
Regi Vengalil	76,545,061	867,815	19,632,248

2.The appointment of Grant Thornton LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2026 was ratified by the Company’s stockholders, with 99.9% of the votes cast in favor of the proposal as follows:


FOR	AGAINST	ABSTAIN
96,734,263	31,110	279,751

3.The compensation of the Company’s named executive officers was approved by the Company’s stockholders, on an advisory (non-binding) basis, with 93% of the votes cast in favor of the proposal as follows:


FOR	AGAINST	ABSTAIN	BROKER NON-VOTES
72,022,883	5,371,518	18,475	19,632,248

4.The Porch Group, Inc. Employee Stock Purchase plan was approved and adopted by the Company's stockholders, with 99.8% of the votes cast in favor of the proposal as follows:


FOR	AGAINST	ABSTAIN	BROKER NON-VOTES
76,996,564	182,687	233,625	19,632,248

No other matters were submitted for stockholder action at the Annual Meeting.

Item 9.01. Financial Statements and Exhibits.

(d)Exhibits.


Exhibit No.						Description
104						Cover Page Interactive Data File (embedded within the Inline XBRL document)

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.


PORCH GROUP, INC.

By:	/s/ Meghan Silver
	Name:	Meghan Silver
	Title:	General Counsel and Secretary

Date: June 15, 2026

Source: View Original Filing on SEC EDGAR

FAQ

What did Porch Group (PRCH) stockholders vote on at the June 2026 annual meeting?

Stockholders voted on electing eight directors, ratifying Grant Thornton LLP as independent auditor for 2026, approving executive compensation on an advisory basis, and approving the Porch Group, Inc. Employee Stock Purchase Plan. No other matters were submitted for action at the meeting.

How many Porch Group (PRCH) shares were represented at the 2026 annual meeting?

A total of 97,045,124 Porch Group common shares were represented virtually or by proxy at the June 10, 2026 annual meeting. This represented 90.2% of the company’s voting power as of the April 13, 2026 record date, indicating strong stockholder participation.

Were all Porch Group (PRCH) director nominees elected at the 2026 annual meeting?

All eight director nominees were elected to serve until the 2027 annual meeting. Each received between about 75.7 million and 76.5 million votes for, with votes withheld ranging from roughly 867,815 to 2,470,973, plus 19,632,248 broker non-votes reported for each nominee.

Did Porch Group (PRCH) stockholders approve the auditor for 2026?

Yes. Stockholders ratified Grant Thornton LLP as Porch Group’s independent registered public accounting firm for the year ending December 31, 2026. The vote was 96,734,263 shares for, 31,110 against, and 279,751 abstentions, reflecting very strong support for the auditor ratification proposal.

How did Porch Group (PRCH) investors vote on executive compensation in 2026?

On an advisory basis, stockholders approved the compensation of Porch Group’s named executive officers. The vote results were 72,022,883 shares for, 5,371,518 against, 18,475 abstentions, and 19,632,248 broker non-votes, indicating broad but not unanimous support for the current compensation program.

Was the Porch Group (PRCH) Employee Stock Purchase Plan approved by stockholders?

Yes. Stockholders approved and adopted the Porch Group, Inc. Employee Stock Purchase Plan. Voting results were 76,996,564 shares for, 182,687 against, 233,625 abstentions, and 19,632,248 broker non-votes, showing very high approval among votes cast on the proposal at the annual meeting.

Filing Exhibits & Attachments

3 documents