Newsmax Inc. 8-K

What Happened

• Newsmax Inc. (NMAX) held its 2026 Annual Meeting of Stockholders on May 18, 2026. Holders of 85,626,759 shares — approximately 90.97% of the shares entitled to vote — were represented in person or by proxy. The Inspector of Election certified the final vote results.
• All seven director nominees were re-elected to serve until the 2027 annual meeting. The filing reports the certified vote counts (For / Withheld / Broker Non-Votes) for each nominee as follows:
  • Christopher Ruddy — 401,078,433 For; 1,655,082 Withheld; 36,046,917 Broker Non-Votes
  • Nancy G. Brinker — 401,292,865 For; 1,440,659 Withheld; 36,046,917 Broker Non-Votes
  • Christopher N. Cox — 401,380,043 For; 1,353,472 Withheld; 36,046,917 Broker Non-Votes
  • R. Alexander Acosta — 400,833,633 For; 1,899,882 Withheld; 36,046,917 Broker Non-Votes
  • David Gandler — 401,524,125 For; 1,209,390 Withheld; 36,046,917 Broker Non-Votes
  • David A.R. Evans — 402,198,077 For; 535,438 Withheld; 36,046,917 Broker Non-Votes
  • Paula J. Dobriansky — 402,108,139 For; 625,376 Withheld; 36,046,917 Broker Non-Votes
• Stockholders also ratified the appointment of BDO USA, P.C. as Newsmax’s independent registered public accounting firm for the fiscal year ending December 31, 2026. The certified vote was: 437,793,686 For; 591,105 Against; 395,641 Abstentions.

Key Details

• Annual meeting date: May 18, 2026; shares represented: 85,626,759 (≈90.97% of voting shares).
• Seven directors re-elected to serve through the 2027 annual meeting (see certified vote totals above).
• Auditor ratified: BDO USA, P.C. approved for FY 2026 (For: 437,793,686).
• 36,046,917 broker non-votes were recorded for the director elections.

Why It Matters

• Re-election of the full board signals continuity in Newsmax’s governance and strategy for the coming year; investors can expect leadership continuity through at least the 2027 annual meeting.
• Ratification of BDO USA as the independent auditor confirms the firm that will conduct Newsmax’s financial audits for FY 2026, which affects financial reporting and audit oversight.
• The presence of significant broker non-votes on director matters highlights that some shares held through brokers did not carry voting instructions on those items — a note for investors who vote through intermediaries to ensure their proxies are submitted if they wish to influence outcomes.