$BODI·8-K

Beachbody Company, Inc. · Jun 4, 4:15 PM ET

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Beachbody Company, Inc. 8-K

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Beachbody Company Holds 2026 Annual Meeting; Directors Re‑Elected

What Happened
Beachbody Company, Inc. (BODI) held its 2026 Annual Meeting of Stockholders on June 2, 2026 and filed the results on June 4, 2026. Nine director nominees were elected to one‑year terms (to expire at the 2027 annual meeting): Mary Conlin, Carl Daikeler, Kristin Frank, Mark Goldston, Michael Heller, Ann Lundy, Kevin Mayer, John Salter and Ben Van de Bunt. The company also ratified Deloitte & Touche LLP as its independent registered public accounting firm for fiscal 2026 and received advisory approval of its executive compensation ("say‑on‑pay").

Key Details

  • Directors elected: Mary Conlin; Carl Daikeler; Kristin Frank; Mark Goldston; Michael Heller; Ann Lundy; Kevin Mayer; John Salter; Ben Van de Bunt. Broker non‑votes on director elections: 1,733,501.
  • Director vote totals (range): "For" votes ranged roughly 27,854,415 to 28,096,677; "Withheld" votes ranged roughly 113,598 to 355,860.
  • Auditor ratification: Deloitte & Touche LLP was ratified with 29,864,368 votes for, 7,527 against and 71,881 abstentions.
  • Say‑on‑pay (advisory): Executive compensation approved with 28,085,836 votes for, 8,534 against, 115,905 abstentions; broker non‑votes: 1,733,501.

Why It Matters

  • Board continuity: Re‑electing the nine nominees keeps the current board and leadership oversight in place, which can affect strategy and oversight consistency.
  • Audit oversight: Ratifying Deloitte confirms the company’s external auditor for fiscal 2026, relevant to financial reporting and investor confidence.
  • Shareholder sentiment on pay: The advisory vote in favor of executive compensation signals majority shareholder support (non‑binding) for the company’s pay practices.
  • Voting participation: The presence of 1.73M broker non‑votes on non‑routine items shows some shares held by brokers did not vote on these matters, which can affect the total voting mix on governance issues.

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