{"schema_version":"secwatch.filing_event.v1","accession":"0000891103-26-000095","form_type":"8-K","ticker":"MTCH","cik":"0000891103","company_name":"Match Group, Inc.","filed_at":"2026-06-18T21:05:10+00:00","discovered_at":"2026-06-18T21:06:00.417303+00:00","generated_at":"2026-06-18T21:08:06.826358+00:00","sec_items":["5.02","5.07","9.01"],"event_type":"other_material","sentiment":"negative","materiality_score":0.7,"calibrated_materiality_score":0.7,"confidence":"high","headline":"Match Group shareholders reject say-on-pay resolution at 2026 annual meeting","bullets":["Say-on-pay vote failed: 85.3M for, 114.0M against (57.2% against, excluding broker non-votes).","Ann L. McDaniel elected as director but 34.7M shares voted against (17.4% of votes cast).","Stock plan amendment approved: 133.1M for, 66.2M against; adds 6.25M shares and extends term to 2036.","Ernst & Young ratified as auditor for FY2026 with 199.8M shares in favor.","Turnout: 208.7M shares represented out of outstanding common stock."],"urls":{"canonical":"https://secwatch.observer/filing/0000891103-26-000095","json":"https://secwatch.observer/filing/0000891103-26-000095.json","markdown":"https://secwatch.observer/filing/0000891103-26-000095.md","text":"https://secwatch.observer/filing/0000891103-26-000095.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/891103/000089110326000095/0000891103-26-000095-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/891103/000089110326000095/mtch-20260616.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-06-18T21:08:06.826358+00:00"},"review":{"review_status":"machine_generated","human_reviewed":false,"corrected":false,"correction_note":null,"correction_timestamp":null,"superseded_by":null,"related_filings":[]},"source_grounded_claims":[{"claim_id":"045098d04105a484f3776bdfedd8c887a14d00bb","claim":"Match Group, Inc. shareholders approved The Second Amended and Restated 2024 Stock and Annual Incentive Plan at the 2026-06-16 meeting.","evidence_excerpt":"3. The Second Amended and Restated 2024 Stock and Annual Incentive Plan —stockholders approved the Match Group, Inc. Second Amended and Restated 2024 Stock and Annual Incentive Plan. Stockholders eligible to vote voted as follows: Number of Votes Cast in Favor Number of Votes Cast Against Number of Votes Abstaining 133,116,903 66,173,398 67,360 In addition to the votes cast and abstentions described above, there were 9,293,455 broker non-votes with respect to the Second Amended and Restated 2024 Stock and Annual Incentive Plan.","evidence_source":"SEC 8-K Item 5.07","evidence_url":"https://www.sec.gov/Archives/edgar/data/891103/000089110326000095/0000891103-26-000095-index.htm","confidence":0.9,"family_label":"Shareholder Votes","details":[{"label":"Proposal","value":"equity plan"},{"label":"Outcome","value":"passed"},{"label":"Meeting","value":"2026-06-16"}],"fact_type":"shareholder_vote"},{"claim_id":"78fb119f2355b156b8b9ae708d924ba92046050c","claim":"Match Group, Inc. shareholders rejected The Say on Pay Proposal at the 2026-06-16 meeting.","evidence_excerpt":"2. The Say on Pay Proposal —stockholders did not approve, on an advisory basis, the compensation paid to Match Group’s named executive officers for the fiscal year ended December 31, 2025. Stockholders eligible to vote voted as follows: Number of Votes Cast in Favor Number of Votes Cast Against Number of Votes Abstaining 85,252,504 114,012,022 93,135 In addition to the votes cast and abstentions described above, there were 9,293,455 broker non-votes with respect to the Say on Pay Proposal.","evidence_source":"SEC 8-K Item 5.07","evidence_url":"https://www.sec.gov/Archives/edgar/data/891103/000089110326000095/0000891103-26-000095-index.htm","confidence":0.9,"family_label":"Shareholder Votes","details":[{"label":"Proposal","value":"say on pay"},{"label":"Outcome","value":"failed"},{"label":"Meeting","value":"2026-06-16"}],"fact_type":"shareholder_vote"},{"claim_id":"8b5485c3cd16d9e0f3523d4afa505c4b0460c0eb","claim":"Match Group, Inc. shareholders approved Ratification of Ernst & Young LLP as independent registered public accounting firm for 2026 fiscal year at the 2026-06-16 meeting.","evidence_excerpt":"4. The Auditor Ratification Proposal —stockholders ratified the appointment of Ernst & Young LLP as Match Group's independent registered public accounting firm for the 2026 fiscal year. Stockholders eligible to vote voted as follows: Number of Votes Cast in Favor Number of Votes Cast Against Number of Votes Abstaining 199,786,113 8,768,634 96,369","evidence_source":"SEC 8-K Item 5.07","evidence_url":"https://www.sec.gov/Archives/edgar/data/891103/000089110326000095/0000891103-26-000095-index.htm","confidence":0.9,"family_label":"Shareholder Votes","details":[{"label":"Proposal","value":"auditor ratification"},{"label":"Outcome","value":"passed"},{"label":"Meeting","value":"2026-06-16"}],"fact_type":"shareholder_vote"},{"claim_id":"f714e6f2260ea7d9016f3ec24d3cd28eb02f4bc5","claim":"Match Group, Inc. shareholders approved Election of Directors at the 2026-06-16 meeting.","evidence_excerpt":"1. Election of Directors —stockholders elected the following four directors of Match Group, each to hold office for a one-year term ending on the date of the annual meeting of Match Group's stockholders in 2027 or until such director's successor shall have been duly elected and qualified (or, if earlier, such director's removal or resignation from the Board of Directors of Match Group). Stockholders eligible to vote voted as follows: Number of Votes Cast in Favor Number of Votes Cast Against Number of Votes Abstaining Manuel Bronstein 197,705,763 494,532 1,157,366 Laura Rachel Jones 196,362,251 2,945,979 49,431 Ann L. McDaniel 164,627,554 34,663,099 67,008 Thomas J. McInerney 192,619,830 6,649,648 88,183 In addition to the votes cast and abstentions for each director nominee described above, there were 9,293,455 broker non-votes with respect to each director nominee.","evidence_source":"SEC 8-K Item 5.07","evidence_url":"https://www.sec.gov/Archives/edgar/data/891103/000089110326000095/0000891103-26-000095-index.htm","confidence":0.9,"family_label":"Shareholder Votes","details":[{"label":"Proposal","value":"director election"},{"label":"Outcome","value":"passed"},{"label":"Meeting","value":"2026-06-16"}],"fact_type":"shareholder_vote"}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}