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Yext (NYSE: YEXT) investors approve equity plan, directors and Ernst & Young

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

Rhea-AI Filing Summary

Yext, Inc. reported results from its June 10, 2026 annual meeting of stockholders. Two Class III directors were elected to terms expiring at the 2029 annual meeting, with Daniel Englander receiving 61,538,851 votes for and Andrew Sheehan receiving 42,086,549 votes for, each with broker non-votes recorded.

Stockholders ratified the appointment of Ernst & Young LLP as independent registered public accounting firm for the fiscal year ending January 31, 2027, with 72,769,470 votes for. On an advisory basis, stockholders approved the compensation of the named executive officers, with 59,780,340 votes for. They also approved the amended, restated and extended 2016 Equity Incentive Plan, which received 48,430,077 votes for.

Positive

  • None.

Negative

  • None.
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.
Votes for Daniel Englander 61,538,851 votes Class III director election at 2026 annual meeting
Votes for Andrew Sheehan 42,086,549 votes Class III director election at 2026 annual meeting
Auditor ratification for votes 72,769,470 votes Ernst & Young LLP ratified for FY ending Jan 31, 2027
Say-on-pay for votes 59,780,340 votes Advisory approval of named executive officer compensation
Equity plan approval for votes 48,430,077 votes 2016 Equity Incentive Plan amended, restated and extended
Broker non-votes on equity plan 10,828,010 votes 2016 Equity Incentive Plan approval proposal
2016 Equity Incentive Plan, as amended, restated and extended financial
"Approval of Yext, Inc. 2016 Equity Incentive Plan, as amended, restated and extended"
independent registered public accounting firm regulatory
"to serve as the Company’s 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.
broker non-votes financial
"Broker Non-Votes 48,430,077 ... 10,828,010"
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.
advisory, non-binding basis regulatory
"The compensation of the Company’s named executive officers was approved on an advisory, non-binding basis"
annual meeting of stockholders regulatory
"The Company’s annual meeting of stockholders was held on June 10, 2026"
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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)
June 10, 2026
YEXT, INC.
(Exact name of registrant as specified in its charter)
Delaware001-3805620-8059722
(State or other jurisdiction of incorporation)(Commission File Number)(IRS Employer
Identification No.)
61 Ninth Avenue
New York, NY 10011
(Address of principal executive offices, including zip code)
(212) 994-3900
(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 (see General Instruction A.2. below):
☐ 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 classTrading Symbol(s)Name of each exchange on which registered
Common Stock, par value $0.001 per shareYEXTNew York Stock Exchange
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 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
 
Approval of Yext, Inc. 2016 Equity Incentive Plan, as amended, restated and extended
On June 10, 2026, the stockholders of Yext, Inc. (the “Company”) approved the Company’s 2016 Equity Incentive Plan, as amended, restated and extended (the “Plan”) as described in Item 5.07. A description of the material terms and conditions of the Plan are described in the Company’s definitive proxy statement on Schedule 14A filed with the U.S. Securities and Exchange Commission on April 27, 2026 (the “Proxy Statement”). A copy of the Plan is filed as Exhibit 10.1 hereto and incorporated by reference herein.
 
Item 5.07. Submission of Matters to a Vote of Security Holders.
 
The Company’s annual meeting of stockholders was held on June 10, 2026 (the “Annual Meeting”). Stockholders of record of the Company’s common stock at the close of business on April 13, 2026 were entitled to vote at the Annual Meeting. For more information about the proposals voted on at the Annual Meeting, see the Proxy Statement. The results of the voting at such meeting were as follows:
 
1. The Class III directors were elected to serve a three-year term expiring at the 2029 annual meeting of stockholders, or until their respective successors have been elected and qualified. Each of the two nominees received the affirmative majority of votes cast with respect to that director and were elected as the Class III directors by the following vote:
 
Director Nominee For AgainstAbstain Broker Non-Votes
Daniel Englander 61,538,851 1,389,188112,525 10,828,010
Andrew Sheehan42,086,54920,839,792114,22310,828,010
 
2. The appointment of Ernst & Young LLP to serve as the Company’s independent registered public accounting firm for the fiscal year ending January 31, 2027 was ratified by the following vote:
 
For Against Abstain
72,769,470 738,784 360,320
 
3. The compensation of the Company’s named executive officers was approved on an advisory, non-binding basis by the following vote:
 
For Against Abstain Broker Non-Votes
59,780,340 3,163,149 97,075 10,828,010

4. The Plan was approved by the following vote:

For Against Abstain Broker Non-Votes
48,430,077 14,448,832 161,655 10,828,010
 





Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

The following exhibits are being furnished herewith:
Exhibit NumberDescription
10.1
Yext, Inc. 2016 Equity Incentive Plan, as amended, restated and extended
104Cover Page Interactive Data File (formatted as Inline XBRL)




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.
YEXT, INC.
By:/s/ Ho Shin
Ho Shin
EVP & General Counsel
Date: June 11, 2026



Source: View Original Filing on SEC EDGAR

FAQ

What did YEXT stockholders approve at the June 10, 2026 annual meeting?

YEXT stockholders approved the amended 2016 Equity Incentive Plan, ratified Ernst & Young LLP as auditor, elected two Class III directors, and backed executive compensation on an advisory basis, based on the voting results disclosed.

Were YEXT’s Class III directors re-elected at the 2026 annual meeting?

Yes. Daniel Englander and Andrew Sheehan were elected as Class III directors to terms expiring at the 2029 annual meeting, each receiving a majority of votes cast, with additional broker non-votes recorded.

Did YEXT stockholders ratify Ernst & Young as auditor for 2027?

Yes. Stockholders ratified Ernst & Young LLP as YEXT’s independent registered public accounting firm for the fiscal year ending January 31, 2027, with 72,769,470 votes for, 738,784 against, and 360,320 abstentions.

How did YEXT stockholders vote on executive compensation in 2026?

On an advisory basis, YEXT stockholders approved the compensation of the company’s named executive officers, with 59,780,340 votes for, 3,163,149 against, 97,075 abstentions, and 10,828,010 broker non-votes reported.

Was Yext’s 2016 Equity Incentive Plan extension approved by stockholders?

Yes. The Yext, Inc. 2016 Equity Incentive Plan, as amended, restated and extended, was approved with 48,430,077 votes for, 14,448,832 against, 161,655 abstentions, and 10,828,010 broker non-votes at the annual meeting.

What was the broker non-vote count on YEXT’s say-on-pay proposal?

The advisory vote on YEXT’s named executive officer compensation recorded 10,828,010 broker non-votes, alongside 59,780,340 votes for, 3,163,149 against, and 97,075 abstentions, reflecting the influence of non-voting shares held in street name.

Filing Exhibits & Attachments

4 documents

Agreements & Contracts

Other Documents