Q2 Holdings, Inc. 8-K

What Happened Q2 Holdings, Inc. (QTWO) filed an 8-K on June 12, 2026 reporting the results of its annual meeting of stockholders held June 10, 2026 (record date April 15, 2026). Holders of 62,600,423 shares were eligible to vote and 57,909,889 shares (92.5%) were represented in person or by proxy. All nominated directors were elected, the appointment of Ernst & Young LLP as auditor for fiscal 2026 was ratified, and the advisory vote to approve named executive officer compensation (say-on-pay) passed.

Key Details

• Meeting date and record date: June 10, 2026 (meeting); April 15, 2026 (record date).
• Shares represented: 57,909,889 of 62,600,423 eligible shares (92.5%).
• Director election vote totals (For / Withheld / Broker non-votes 3,970,325):
  • R. Lynn Atchison: 53,797,230 / 142,334 / 3,970,325
  • Matthew P. Flake: 53,218,242 / 721,322 / 3,970,325
  • Stephen C. Hooley: 52,994,546 / 945,018 / 3,970,325
  • Andre L. Mintz: 53,823,194 / 116,370 / 3,970,325
  • James R. Offerdahl: 52,869,978 / 1,069,586 / 3,970,325
  • Margaret L. Taylor: 53,053,545 / 886,019 / 3,970,325
  • Lynn Antipas Tyson: 53,363,575 / 575,989 / 3,970,325
• Auditor ratification (Proposal 2): For 57,526,616; Against 354,049; Abstain 29,224.
• Advisory approval of executive compensation (Proposal 3): For 52,396,434; Against 1,518,928; Abstain 24,202; Broker non-votes 3,970,325.

Why It Matters This filing confirms the company’s governance outcomes that affect board composition and oversight (all director nominees were elected) and confirms continued engagement with Ernst & Young as the independent auditor for 2026. The advisory say-on-pay vote passed, indicating a majority of participating shareholders supported the company’s executive compensation approach (note this vote is non-binding). High voting participation (92.5% of eligible shares) signals substantial shareholder engagement in these governance decisions.