UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported)

June 11, 2025

YEXT, INC.

(Exact name of registrant as specified in its charter)

Delaware

001-38056

20-8059722

(State or other jurisdiction of incorporation)

(Commission File Number)

(IRS Employer
Identification No.)

61 Ninth Avenue

New York, NY 10011

(Address of principal executive offices, including zip code)

(212) 994-3900

(Registrant’s telephone number, including area code)

Not Applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common Stock, par value $0.001 per share

YEXT

New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging Growth Company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 5.07. Submission of Matters to a Vote of Security Holders.

The annual meeting of stockholders of Yext, Inc. (the “Company”) was held on June 11, 2025. Stockholders of record of the Company’s common stock at the close of business on April 14, 2025 were entitled to vote at such meeting. For more information about the proposals voted on at the meeting, see the Company’s definitive proxy statement on Schedule 14A filed with the U.S. Securities and Exchange Commission on April 28, 2025. The results of the voting at such meeting were as follows:

1. The Class II directors were elected to serve a three-year term expiring at the 2028 annual meeting of stockholders, or until his or her respective successors have been elected and qualified. The three nominees receiving the largest number of affirmative votes representing shares of the Company’s common stock present and entitled to vote at the annual meeting were elected as the Class I directors by the following vote:


Director Nominee	For		Withheld		Broker Non-Votes
Hillary Smith		89,532,391		2,860,780		11,822,016
Michael Walrath		89,216,608		3,176,563		11,822,016
Seth Waugh		70,999,906		21,393,265		11,822,016

2. The appointment of Ernst & Young LLP to serve as the Company’s independent registered public accounting firm for the fiscal year ending January 31, 2026 was ratified by the following vote:


For	Against	Abstain
103,808,354	390,268	16,565

3. The compensation of the Company’s named executive officers was approved on an advisory, non-binding basis by the following vote:


For	Against	Abstain	Broker Non-Votes
90,759,484	1,598,771	34,916	11,822,016

4. The frequency of one year for future advisory votes to approve the compensation of the Company’s named executive officers was approved on an advisory, non-binding basis by the following vote:


One Year	Two Years	Three Years	Abstain	Broker Non-Votes
90,646,997	16,656	1,682,457	47,061	11,822,016

After considering the voting results for this proposal, the Company’s Board of Directors has determined that the Company will hold future advisory, non-binding votes on the compensation of its executive officers on an annual basis.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.


									YEXT, INC.

						By:			/s/ Ho Shin
									Ho Shin EVP & General Counsel

Date: June 12, 2025

Yext, Inc. 8-K