[8-K] Reservoir Media, Inc. Reports Material Event

Rhea-AI Filing Summary

Reservoir Media, Inc. held its annual meeting and shareholders approved the election of three Class I directors to serve three-year terms and ratified Deloitte & Touche LLP as the company’s independent registered public accounting firm for the fiscal year ending March 31, 2026. As of the record date there were 65,471,377 shares outstanding entitled to vote.

The director votes showed meaningful withheld opposition for two nominees (millions of shares withheld or voted against) and 970,855 broker non-votes were recorded, while the auditor ratification passed overwhelmingly with 60,156,897 votes in favor.

Insights

Corporate Governance Expert

TL;DR: Routine governance matters passed, but notable withheld votes merit attention.

The Annual Meeting resolved two standard governance items: re-election of three Class I directors and ratification of the independent auditor. All three nominees were elected to three-year terms, but the voting tallies show several million votes withheld or cast against individual nominees (e.g., 6.7M against/withheld for one nominee), and 970,855 broker non-votes remain outstanding. These withheld votes could reflect shareholder concerns or proxy advisor recommendations; while not blocking the elections, they are material enough to warrant monitoring of shareholder relations and future governance engagement.

Financial Reporting Specialist

TL;DR: Auditor ratification was decisive, indicating broad shareholder support for financial oversight.

Shareholders overwhelmingly ratified Deloitte & Touche LLP as the company’s independent registered public accounting firm with 60,156,897 votes for, 6,298 against, and 24 abstentions. Such lopsided support signals confidence in the choice of external auditor and continuity in audit coverage for fiscal 2026. Combined with the director elections, the meeting presents a largely stable governance outcome, though select negative vote totals on director elections are notable for stakeholder signaling.

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.

Understanding 8-K Material Events →

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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): August 7, 2025

RESERVOIR MEDIA, INC.

(Exact name of registrant as specified in its charter)

Delaware		001-39795		83-3584204
(State or other jurisdiction of incorporation)		(Commission File Number)		(I.R.S. Employer Identification No.)

200 Varick Street Suite 801 New York, New York		10014
(Address of principal executive offices)		(Zip Code)

(212) 675-0541

(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 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))

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, $0.0001 par value per share		RSVR		The Nasdaq Stock Market LLC
Warrants, each whole warrant exercisable for one share of common stock at an exercise price of $11.50 per share		RSVRW		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 x

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.

The Annual Meeting of Stockholders of Reservoir Media, Inc. (the “Company”) was held on August 7, 2025. As of the Record Date of June 13, 2025, there were 65,471,377 shares of common stock outstanding and entitled to notice of and to vote at the Annual Meeting. The matters voted upon at the Annual Meeting and the results of the voting are set forth below.

Proposal I – Election of Class I Directors named in the Proxy Statement filed June 27, 2025.

Shareholders approved the election of three Class I Directors to serve as Directors for a three-year term to expire at the 2028 Annual Meeting. The voting results for this proposal are as follows:

Nominee		For				Against/Withheld				Broker Non-Votes
Helima Croft			53,922,680				5,269,684				970,855
Neil de Gelder			52,480,661				6,711,703				970,855
Rell Lafargue			54,306,179				4,886,185				970,855

Proposal II– Ratification of the Appointment of Deloitte & Touche LLP as the Company’s Independent Registered Public Accounting Firm for the Fiscal Year ending March 31, 2026.

Shareholders ratified the appointment of Deloitte & Touche LLP to serve as the Company’s independent registered public accounting firm for fiscal year 2026. The voting results for this proposal are as follows:

For				Against				Abstain
	60,156,897				6,298				24

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

		RESERVOIR MEDIA, INC.
Date:	August 11, 2025	By:	/s/ Golnar Khosrowshahi
			Name: Golnar Khosrowshahi
			Title: Chief Executive Officer