$DV·8-K

DoubleVerify Holdings, Inc. · May 22, 4:05 PM ET

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DoubleVerify Holdings, Inc. 8-K

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DoubleVerify Holdings Announces 2026 Annual Meeting Results

What Happened
DoubleVerify Holdings, Inc. filed a Form 8-K on May 22, 2026 reporting the voting results from its May 21, 2026 Annual Meeting of Stockholders. Stockholders elected all nominees for Class II director seats for three-year terms (ending at the 2029 Annual Meeting), approved the advisory "say-on-pay" vote for named executive officer compensation, and ratified Deloitte & Touche LLP as the company’s independent registered public accounting firm for fiscal 2026.

Key Details

  • Directors elected (three-year terms ending 2029):
    • R. Davis Noell — For: 119,036,989; Withheld: 9,321,944; Broker Non-Vote: 14,306,591
    • Lucy Stamell Dobrin — For: 126,973,760; Withheld: 1,385,173; Broker Non-Vote: 14,306,591
    • Gary Swidler — For: 127,829,538; Withheld: 529,395; Broker Non-Vote: 14,306,591
  • Advisory vote on executive compensation (non-binding): For 117,751,469; Against 10,555,979; Abstain 51,485; Broker Non-Vote 14,306,591
  • Auditor ratification: Deloitte & Touche LLP ratified as auditor for fiscal year ending Dec 31, 2026 — For 142,521,085; Against 98,743; Abstain 45,696
  • The Form 8-K was signed by Andrew E. Grimmig, Chief Legal Officer and Secretary, on May 22, 2026.

Why It Matters
The results confirm board continuity with three Class II directors re-elected and provide shareholder approval (advisory) of executive pay, which management will consider but is not legally binding. Ratification of Deloitte & Touche LLP maintains the company’s auditor for 2026, an important governance item for financial reporting. Broker non-votes (14.3M shares on several items) show a portion of shares that did not vote on certain matters, which can affect vote tallies where broker authority is limited.

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