Rythm (RYM) holders elect board, ratify auditor and expand equity plan
Filing Impact
Filing Sentiment
Form Type
8-K
Rhea-AI Filing Summary
RYTHM, Inc. reported results of its 2026 annual stockholder meeting, where stockholders approved an amendment to the 2022 Omnibus Equity Incentive Plan to increase the shares available for equity awards by 115,000. All seven director nominees were elected for one-year terms continuing until the 2027 meeting or until successors are elected and qualified. Stockholders also ratified the appointment of GuzmanGray as independent registered public accounting firm for the year ending December 31, 2026. At the meeting, 1,560,696 shares out of 2,149,128 issued and outstanding as of April 20, 2026 were represented, representing approximately 72.61% of eligible shares and constituting a quorum.
Positive
- None.
Negative
- None.
8-K Event Classification
3 items: 5.02, 5.07, 9.01
3 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 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
Equity plan share increase: 115,000 shares
Shares outstanding: 2,149,128 shares
Shares represented at meeting: 1,560,696 shares
+3 more
6 metrics
Equity plan share increase
115,000 shares
Increase in shares available under 2022 Omnibus Equity Incentive Plan
Shares outstanding
2,149,128 shares
Common stock issued and outstanding as of April 20, 2026
Shares represented at meeting
1,560,696 shares
Shares present or by proxy at 2026 annual meeting (~72.61% of eligible)
Votes for equity plan amendment
1,013,469 votes
Proposal 3 to increase shares under 2022 Plan
Votes for auditor ratification
1,558,188 votes
Ratification of GuzmanGray for year ending December 31, 2026
Largest director support
1,031,262 votes
Votes for director nominee Peter Shapiro
Key Terms
2022 Omnibus Equity Incentive Plan, Broker Non-Votes, independent registered public accounting firm, definitive Proxy Statement, +1 more
5 terms
2022 Omnibus Equity Incentive Plan financial
"approved an amendment to the Company’s 2022 Omnibus Equity Incentive Plan to increase the number of shares"
Broker Non-Votes financial
"Votes For ... Votes Withheld ... Broker Non-Votes 529,020"
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 Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026"
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.
definitive Proxy Statement regulatory
"included as Proposal 3 in the Company’s definitive Proxy Statement filed with the Securities and Exchange Commission"
A Definitive Proxy Statement is a detailed document that a company sends to its shareholders before a big meeting, like voting on important decisions. It explains what's being voted on and gives important information so shareholders can make informed choices. It matters because it helps shareholders understand and participate in key company decisions.
quorum regulatory
"1,560,696 shares, or approximately 72.61% of the eligible shares, were represented ... constituting a quorum"
A quorum is the minimum number of members needed to officially hold a meeting or make decisions. It ensures that decisions are made with enough participation to represent the group’s interests, much like a majority must be present for a vote to be valid. For investors, understanding quorum is important because it affects when and how important company or organization decisions can be legally made.
FAQ
What did RYTHM, Inc. (RYM) stockholders approve at the 2026 annual meeting?
Stockholders approved an amendment to the 2022 Omnibus Equity Incentive Plan, increasing shares of common stock available for issuance by 115,000. This expands the pool for future equity awards to directors, officers, and employees.
Were all director nominees elected at RYTHM, Inc.’s 2026 annual meeting?
Yes, all seven nominees, including Benjamin Kovler and Peter Shapiro, were elected for one-year terms. Votes for each nominee were around 1,017,598 to 1,031,262, with broker non-votes of 529,020 reported for each.
Did RYTHM, Inc. (RYM) stockholders ratify the auditor for 2026?
Yes, stockholders ratified GuzmanGray as the independent registered public accounting firm for the year ending December 31, 2026. The vote recorded 1,558,188 shares for, 231 against, and 2,277 abstentions.
What were the vote results on RYTHM, Inc.’s 2022 equity plan amendment?
The amendment to increase shares available under the 2022 Omnibus Equity Incentive Plan by 115,000 shares was approved. There were 1,013,469 votes for, 18,051 against, 156 abstentions, and 529,020 broker non-votes.