STOCK TITAN

Shareholders back board and pay at Where Food Comes From (WFCF)

Filing Impact
(Moderate)
Filing Sentiment
(Negative)
Form Type
8-K

Rhea-AI Filing Summary

Where Food Comes From, Inc. reported the results of its 2026 Annual Meeting of Stockholders held on April 9, 2026. Stockholders elected six directors, including John and Leann Saunders, with each nominee receiving more than 3.88 million votes in favor and only small numbers withheld.

Stockholders also ratified Haynie & Company as the independent registered public accounting firm for the year ending December 31, 2025, with 4,405,870 votes for and limited opposition. In a non-binding advisory vote, 3,861,757 votes supported the compensation of named executive officers, and stockholders recommended holding future advisory votes on executive compensation every three years.

Positive

  • None.

Negative

  • None.
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.
Votes for John Saunders 3,885,800 votes Election of directors at 2026 Annual Meeting
Votes for Leann Saunders 3,888,689 votes Election of directors at 2026 Annual Meeting
Votes for Tom Heinen 3,893,751 votes Election of directors at 2026 Annual Meeting
Auditor ratification for votes 4,405,870 votes Ratifying Haynie & Company for year ending December 31, 2025
Say-on-pay for votes 3,861,757 votes Non-binding advisory vote on executive compensation
Three-year frequency votes 3,412,172 votes Recommendation on frequency of future say-on-pay votes
independent registered public accounting firm financial
"To ratify the appointment of Haynie & Company as the 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.
non-binding advisory vote financial
"To approve, by non-binding advisory vote, the compensation of the Company’s named executive officers."
A non-binding advisory vote is a shareholder vote that expresses investors’ opinion on a proposal (such as executive pay, corporate policy, or governance practices) but does not legally force the company to act. Think of it like a customer survey: it signals whether owners approve or disapprove and can pressure boards and managers to change course, so investors watch the result as an indicator of governance risk and potential future shifts in company strategy or leadership.
compensation of the Company’s named executive officers financial
"To approve, by non-binding advisory vote, the compensation of the Company’s named executive officers."
frequency of future advisory votes on executive compensation financial
"Recommendation, by non-binding advisory vote, the frequency of future advisory votes on executive compensation"
false 0001360565 0001360565 2026-04-09 2026-04-09 iso4217:USD xbrli:shares iso4217:USD xbrli:shares

 

 

 

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): April 9, 2026

 

WHERE FOOD COMES FROM, INC.

(Exact Name of Registrant as Specified in its Charter)

 

Colorado   001-40314   43-1802805

(State or Other Jurisdiction

of Incorporation)

 

(Commission

File Number)

 

(I.R.S. Employer

Identification No.)

 

202 6th Street, Suite 400    
Castle Rock, Colorado   80104
(Address of Principal Executive Offices)   (Zip Code)

 

(303) 895-3002

(Registrant’s Telephone Number, Including Area Code)

 

Not applicable

(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, $0.001 par value   WFCF   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

 

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 Shareholders

 

On April 9, 2026, the Company held its 2026 Annual Meeting of Stockholders. Each proposal subject to a vote at the 2026 Annual Meeting was described in detail in the Company’s 2026 Proxy Statement. With respect to each of the proposals the Company’s stockholders voted as indicated below.

 

1.Election of Directors  For   Withheld 
● John Saunders   3,885,800    16,218 
● Leann Saunders   3,888,689    13,329 
● Peter C. Lapaseotes, Jr.   3,884,113    17,905 
● Adam Larson   3,888,269    13,749 
● Tom Heinen   3,893,751    8,267 
● Graeme P. Rein   3,893,501    8,517 

 

     For  Against  Abstain
2. To ratify the appointment of Haynie & Company as the independent registered public accounting firm of the Company for the year-ending December, 31 2025.  4,405,870  12,024  14,435

 

     For  Against  Abstain
3. To approve, by non-binding advisory vote, the compensation of the Company’s named executive officers.  3,861,757  5,037  35,224

 

     1 Year  2 Year  3 Year  Abstain
4. Recommendation, by non-binding advisory vote, the frequency of future advisory votes on executive compensation  438,166  13,766  3,412,172  37,914

 

 

 

 

SIGNATURE

 

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.

 

  WHERE FOOD COMES FROM, INC.
  (Registrant)
   
  By: /s/ Dannette Henning
Date: April 10, 2026   Dannette Henning
    Chief Financial Officer

 

 

FAQ

What did Where Food Comes From (WFCF) stockholders decide at the 2026 Annual Meeting?

Stockholders elected six directors, ratified Haynie & Company as auditor, approved executive compensation in an advisory vote, and recommended holding future say-on-pay votes every three years, reflecting broad support for the company’s governance, leadership slate, and compensation practices.

Were all director nominees elected at Where Food Comes From (WFCF) 2026 meeting?

Yes. All six nominees, including John Saunders and Leann Saunders, were elected. Each received over 3.88 million votes in favor, with only modest withheld votes, indicating strong shareholder backing for the existing board composition and leadership continuity at the company.

How did Where Food Comes From (WFCF) stockholders vote on the company’s auditor?

Stockholders ratified Haynie & Company as the independent registered public accounting firm for the year ending December 31, 2025, with 4,405,870 votes for, 12,024 against, and 14,435 abstaining, signaling clear shareholder support for continuing the current external audit relationship.

Did Where Food Comes From (WFCF) stockholders approve executive compensation?

In a non-binding advisory vote, stockholders approved the compensation of the company’s named executive officers, with 3,861,757 votes for, 5,037 against, and 35,224 abstentions. This advisory result indicates general shareholder agreement with the company’s current executive pay structure.

What frequency of say-on-pay votes did Where Food Comes From (WFCF) investors prefer?

Stockholders recommended holding future non-binding advisory votes on executive compensation every three years. The three-year option received 3,412,172 votes, compared with 438,166 for one year and 13,766 for two years, with 37,914 abstentions, showing a clear preference for a triennial schedule.

Filing Exhibits & Attachments

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