TTEC Holdings, Inc. 8-K

What Happened

• TTEC Holdings, Inc. announced that its re-domestication from Delaware to Texas became effective on May 22, 2026 pursuant to a Plan of Conversion. At the Effective Time the company’s state of incorporation changed to Texas, its governing documents were replaced by a Texas Certificate of Formation and Texas Bylaws, and each outstanding share and outstanding restricted stock unit converted 1-for-1 into Texas common stock. The company’s Nasdaq ticker remains “TTEC.”
• The company also reported results from its May 21, 2026 Annual Meeting of Stockholders, where seven directors were elected and several proposals were voted on, including ratification of PricewaterhouseCoopers LLP as independent auditor and an advisory vote on executive compensation.

Key Details

• Re-domestication effective date: May 22, 2026; state of incorporation changed from Delaware to Texas.
• Share conversion: Each outstanding share and each restricted stock unit automatically converted 1-for-1 to Texas common stock; no certificate exchange required.
• Annual meeting results (selected): All seven director nominees were elected (vote totals reported per nominee; e.g., Kenneth D. Tuchman — For: 36,953,095; Withheld: 313,246; Broker Non-Votes: 5,567,196).
• Other votes: Auditor ratified — PwC (For: 42,778,390; Against: 52,826; Abstain: 2,321). Advisory "say-on-pay" approved (For: 36,843,503; Against: 349,319; Abstain: 73,519; Broker Non-Votes: 5,567,196). Re-domestication approval vote: For 31,934,654; Against 5,328,454; Abstain 3,233; Broker Non-Votes 5,567,196.

Why It Matters

• Legal and governance change: The company’s legal home and governing documents now fall under Texas law, and certain stockholder rights were changed as described in the proxy; investors should review the filed Certificate of Formation and Texas Bylaws (exhibits to the 8-K) for exact changes.
• Business continuity: The company states the re-domestication did not change its business, management, offices, workforce, contracts, or financial position other than conversion-related costs; trading and economic ownership remain the same (1:1 conversion).
• Governance and oversight: Director elections, auditor ratification, and approval of executive compensation were completed and disclosed — important for shareholders monitoring board composition and oversight.