Reservoir Media (NASDAQ: RSVR) to replace director Cook with nominee Todd Harvey
Filing Impact
Filing Sentiment
Form Type
8-K
Rhea-AI Filing Summary
Reservoir Media, Inc. reported that director Stephen M. Cook will not stand for re-election as a Class II director at the 2026 Annual Meeting of Stockholders. He will continue serving on the Board, including as Chair of the Nominating and Corporate Governance Committee, until his current term expires.
The company stated that Mr. Cook’s decision was not due to any disagreement regarding operations, policies, or practices. The Board approved a 2026 director slate that replaces Mr. Cook with new Class II nominee Todd C. Harvey, who has extensive leadership experience across digital media, entertainment, technology, and financial services.
Positive
- None.
Negative
- None.
8-K Event Classification
2 items: 5.02, 8.01
2 items
Item 5.02
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers
Governance
Key personnel changes including departures, elections, or appointments of directors and executive officers.
Item 8.01
Other Events
Other
Voluntary disclosure of events the company deems important to shareholders but not covered by other items.
Key Figures
Annual Meeting year: 2026
Todd C. Harvey age: 61
Common stock par value: $0.0001 per share
+1 more
4 metrics
Annual Meeting year
2026
Year of the Annual Meeting where Cook will not stand for re-election
Todd C. Harvey age
61
Age of new Class II director nominee
Common stock par value
$0.0001 per share
Par value of Reservoir Media common stock
Warrant exercise price
$11.50 per share
Exercise price for each whole warrant for one share of common stock
Key Terms
Emerging growth company, Nominating and Corporate Governance Committee, Compensation Committee, proxy statement, +2 more
6 terms
Emerging growth company regulatory
"Emerging growth company Item 5.02 Departure of Directors or Certain Officers"
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.
Nominating and Corporate Governance Committee financial
"notified the Nominating and Corporate Governance Committee (“NCG Committee”) of the Board"
A nominating and corporate governance committee is a group within a company's board of directors responsible for selecting and recommending individuals to serve as company leaders, such as directors or executives. They also develop and oversee policies to ensure the company is run fairly, ethically, and transparently. This committee matters to investors because it helps ensure the company is well-managed and guided by qualified, responsible leadership.
Compensation Committee financial
"and as a member of the Board’s Compensation Committee until his retirement"
A compensation committee is a group within a company's leadership responsible for setting and reviewing how much top executives and employees are paid, including salaries, bonuses, and benefits. It matters to investors because fair and effective pay decisions can influence a company's performance, leadership motivation, and overall governance, helping ensure that the company’s management is aligned with shareholders’ interests.
proxy statement regulatory
"Prior to the 2026 Annual Meeting, the Company will file a definitive proxy statement"
A proxy statement is a document companies send to shareholders ahead of a meeting that lays out the items up for a vote—like who will sit on the board, executive pay, and major corporate decisions—and provides background so shareholders can decide how to cast their votes or appoint someone to vote for them. Think of it as an agenda plus a ballot and briefing notes, important because the outcomes can change control, strategy, and value.
solicitation of proxies regulatory
"in connection with the solicitation of proxies for the 2026 Annual Meeting"
Solicitation of proxies is the process by which a company or a shareholder asks other shareholders to authorize their votes on corporate matters by signing or submitting a proxy form. Think of it like asking friends to sign a permission slip on your behalf so a decision can be made without everyone attending; it matters to investors because proxy campaigns determine control of the board, approval of major deals or policies, and can signal contested management battles that affect share value and strategy.
participants regulatory
"may be deemed to be “participants” (under Section 14(a) of the Securities Exchange Act"
FAQ
What board change did Reservoir Media (RSVR) disclose in this 8-K?
Reservoir Media disclosed that director Stephen M. Cook will not stand for re-election at the 2026 Annual Meeting. He will serve out his current term and board roles before retiring from the Board at its expiration.
Why is Stephen M. Cook leaving Reservoir Media (RSVR)’s board?
Stephen M. Cook chose not to stand for re-election as a Class II director at the 2026 Annual Meeting. The company states his decision was not due to any disagreement over operations, policies, practices, management, or board matters.
Who is Reservoir Media (RSVR)’s new Class II director nominee?
Reservoir Media’s Board nominated Todd C. Harvey as a new Class II director for the 2026 Annual Meeting. Harvey, age 61, brings operational and leadership experience building global consumer brands across digital media, entertainment, technology, and financial services businesses.
Will Stephen M. Cook remain on any Reservoir Media (RSVR) committees?
Stephen M. Cook will remain on the Board until his current term ends, continuing as Chair of the Nominating and Corporate Governance Committee and as a member of the Compensation Committee. He will retire from the Board when his term expires around the 2026 Annual Meeting.
What did Reservoir Media (RSVR)’s board decide about the 2026 director slate?
On June 8, 2026, the Board unanimously approved a 2026 Annual Meeting nominee slate. It includes all current Class II directors except Stephen M. Cook and adds new nominee Todd C. Harvey, subject to shareholder election at the meeting.
Will Reservoir Media (RSVR) file proxy materials for the 2026 Annual Meeting?
Reservoir Media plans to file a definitive proxy statement with the SEC for the 2026 Annual Meeting. Shareholders are urged to read the proxy statement and related materials carefully when available, which will be accessible via the SEC’s website and the company’s investor site.