FuboTV Inc. 8-K

What Happened

• At its July 28, 2026 Annual Meeting, FuboTV announced that stockholders approved an amendment and restatement of the company’s 2020 Equity Incentive Plan (the “Restated Plan”), which became effective that day. The Restated Plan increases the shares available for issuance by 7,000,000, caps incentive stock options (ISOs) at 14,593,054 shares (subject to adjustments), and removes a fixed plan term.
• Stockholders also approved an amendment to FuboTV’s Certificate of Incorporation to remove additional voting requirements for removal of directors designated by Hulu, LLC; the Certificate of Amendment was filed with the Delaware Secretary of State on July 28, 2026 and became effective upon filing.
• On July 29, 2026 the Board appointed Alisa Bowen, the Company’s Chief Executive Officer, to serve as a director effective immediately. The meeting also ratified PricewaterhouseCoopers LLP as auditor and approved advisory (non‑binding) say-on-pay results, with the Board adopting annual advisory votes going forward.

Key Details

• 96,086,692 shares of Class A and Class B common stock were represented at the meeting (~88.61% of outstanding shares as of the June 2, 2026 record date).
• Equity plan vote (Item 5): 84,716,168 FOR, 1,291,033 AGAINST, 36,963 ABSTAINED; 10,042,528 broker non-votes. The Restated Plan adds 7,000,000 shares to the pool.
• Certificate amendment vote (Item 6): 85,299,791 FOR, 615,591 AGAINST, 128,782 ABSTAINED; 10,042,528 broker non-votes. Certificate of Amendment filed July 28, 2026.
• Auditor ratification (Item 2): PwC was ratified with 95,345,697 FOR, 579,625 AGAINST, 161,370 ABSTAINED. Advisory say-on-pay passed (84,853,700 FOR) and the company will hold advisory pay votes every year.

Why It Matters

• The approved restated equity plan increases the pool of shares available for employee and executive awards by 7 million shares, which can be used for hiring and retention but may increase share count (dilution) if and when awards are issued. The ISO cap and removal of a fixed term affect the types and timing of stock-based awards the company can grant.
• The certificate amendment changes the voting rules related to Hulu‑designated directors, altering a governance provision that could affect director removal mechanics.
• Adding CEO Alisa Bowen to the Board places the company’s chief executive on the board of directors, aligning management and oversight roles; ratification of PwC and the advisory pay outcome are standard governance items investors track for oversight and continuity.