Coda Octopus Reports Annual Meeting Vote Results, Auditor Ratified

What Happened

• Coda Octopus Group, Inc. (CODA) filed an 8-K reporting the results of its annual meeting of stockholders held on September 8, 2026. Stockholders voted on director elections, ratification of the independent auditor, and an advisory (non-binding) approval of executive compensation.
• All nominated directors were re-elected and Frazier & Deeter, LLC was ratified as the company’s independent registered public accounting firm. The advisory vote on executive compensation (say-on-pay) was approved.

Key Details

• Director vote totals (as reported): no votes “Against” were recorded for nominees; the filing shows the following “For” and reported abstain/withheld figures:
  • Annmarie Gayle — For: 6,349,996; abstain/withheld: 51,816
  • Michael Hamilton — For: 5,169,915; abstain/withheld: 1,231,897
  • Robert Harcourt — For: 5,387,582; abstain/withheld: 1,014,230
  • Gwenael Rouy‑Poirier — For: 5,385,337; abstain/withheld: 1,016,475
  • Blair Cunningham — For: 5,546,864; abstain/withheld: 854,948
  • Stephen Hemedes — For: 5,547,558; abstain/withheld: 854,254
  • Tal Goldhamer — For: 5,547,332; abstain/withheld: 854,480
• Ratification of auditor (Frazier & Deeter, LLC): For 6,380,510; Against 8,855; Abstain 12,447.
• Advisory approval of executive compensation (say-on-pay): For 6,116,270; Against 188,174; Abstain 97,368.

Why It Matters

• The vote results confirm the company’s board slate and auditor choice, which are key governance items investors watch for continuity and oversight.
• The say-on-pay advisory passed by a large majority, indicating shareholder support for the company’s executive compensation approach (the vote is non-binding under SEC rules).
• Notable numbers of abstentions/withheld votes on several director elections (ranging up to ~1.23 million) are factual indicators of some shareholder reservation toward particular nominees; investors may monitor future disclosures or engagement for context.