Zedge, Inc. 8-K

What Happened

• Zedge, Inc. (ZDGE) held its Annual Meeting of Stockholders on January 14, 2026. All director nominees were elected for one-year terms. The stockholders also ratified UHY LLP as the company’s independent registered public accounting firm and approved an amendment to the 2016 Stock Option and Incentive Plan to add 150,000 Class B shares for awards. Separately, Zedge disclosed a cash dividend of $0.016 per share payable on or about February 10, 2026 to holders of record as of January 30, 2026.

Key Details

• Annual Meeting date: January 14, 2026.
• Director election votes (selected examples): Gregory Suess — 2,016,584 for (85.08%); other nominees received between ~80.98% and 81.93% support.
• Auditor ratification: UHY LLP ratified with 2,358,969 votes for (99.53% for).
• Stock plan amendment: Approved with 1,843,155 votes for, 175,000 against (77.77% for); increases available Class B shares for awards by 150,000.
• Dividend: $0.016 per share payable ~Feb 10, 2026 to holders of record on Jan 30, 2026.

Why It Matters

• Board continuity: Election of all nominees keeps current management and board oversight in place, which matters for company strategy and governance.
• Auditor ratification reduces uncertainty around the company’s independent audit provider for FY ending July 31, 2026.
• Stock plan increase (150,000 shares) allows the company to grant more equity awards, which can affect executive compensation and cause modest dilution over time.
• The declared $0.016/share dividend is a direct cash return to shareholders and signals management’s willingness to distribute capital.