--- schema_version: "secwatch.filing_event.v1" accession: "0000950170-23-027491" form_type: "8-K" ticker: "HUBS" cik: "0001404655" company_name: "HUBSPOT INC" filed_at: "2023-06-12T23:59:59+00:00" generated_at: "2026-06-14T02:49:36.953321+00:00" event_type: "other" sentiment: "neutral" materiality_score: 0.1 calibrated_materiality_score: 0.1 confidence: "high" source: SEC EDGAR --- # HubSpot shareholders elect four Class III directors, ratify auditor, approve say-on-pay ## Summary - Elected directors: Nick Caldwell (37.6M for), Claire Hughes Johnson (28.9M for), Jay Simons (37.2M for), Yamini Rangan (38.3M for). - Ratified PwC as auditor for FY2023 with 45.4M votes for, 27.6K against. - Advisory say-on-pay approved with 37.5M for vs 2.1M against. - Shareholders voted for annual frequency of say-on-pay (39.3M for one year); board will hold annual votes. ## SEC filing metadata - accession: 0000950170-23-027491 - form_type: 8-K - ticker: HUBS - cik: 0001404655 - company_name: HUBSPOT INC - filed_at: 2023-06-12T23:59:59+00:00 - event_type: other - sentiment: neutral - materiality_score: 0.1 - calibrated_materiality_score: 0.1 - confidence: high - sec_items: 5.07 - EDGAR index: https://www.sec.gov/Archives/edgar/data/1404655/000095017023027491/0000950170-23-027491-index.htm - EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1404655/000095017023027491/hubs-20230606.htm ## Machine-readable alternates - HTML: https://secwatch.observer/filing/0000950170-23-027491 - JSON: https://secwatch.observer/filing/0000950170-23-027491.json - Plain text: https://secwatch.observer/filing/0000950170-23-027491.txt ## Key facts - Shareholder Votes HUBSPOT INC shareholders approved Election of Directors at the 2023-06-06 meeting. - Proposal: director election - Outcome: passed - Meeting: 2023-06-06 source text: Proposal 1 – Election of Directors The stockholders elected each of the four persons named below to serve as a Class III director to serve a three-year term ending at the 2026 annual meeting or until his or her successor is elected and qualified. The results of such vote were as follows: Director Name Votes For Votes Against Abstentions Broker Non- Votes Nick Caldwell 37,605,658 1,917,138 21,772 5,900,735 Claire Hughes Johnson 28,858,535 10,661,722 24,311 5,900,735 Jay Simons 37,235,196 2,287,297 22,075 5,900,735 Yamini Rangan 38,293,758 1,234,207 16,603 5,900,735 evidence_url: https://www.sec.gov/Archives/edgar/data/1404655/000095017023027491/0000950170-23-027491-index.htm - Shareholder Votes HUBSPOT INC shareholders approved Advisory vote on frequency of future advisory votes on executive compensation at the 2023-06-06 meeting. - Proposal: say on pay frequency - Outcome: passed - Meeting: 2023-06-06 source text: Proposal 4 – To consider a non-binding proposal to give advisory approval with respect to the frequency that stockholders will vote on the compensation of the Company’s named executive officers The stockholders voted, on a non-binding, advisory basis, that future advisory votes on the compensation of the Company’s named executive officers should be submitted to stockholders every year. The results of such vote were as follows: Votes For One (1) Year Votes For Two (2) Years Votes for Three (3) Years Abstentions Broker Non- Votes 39,348,506 12,624 171,648 11,790 5,900,735 evidence_url: https://www.sec.gov/Archives/edgar/data/1404655/000095017023027491/0000950170-23-027491-index.htm - Shareholder Votes HUBSPOT INC shareholders approved Ratification of Appointment of Independent Registered Public Accounting Firm at the 2023-06-06 meeting. - Proposal: auditor ratification - Outcome: passed - Meeting: 2023-06-06 source text: Proposal 2 – Ratification of Appointment of Independent Registered Public Accounting Firm The stockholders ratified the appointment of PricewaterhouseCoopers LLP to perform the audit of the Company’s consolidated financial statements for the fiscal year ending December 31, 2023. The results of such vote were as follows: Votes For Votes Against Abstentions 45,392,875 27,624 24,804 evidence_url: https://www.sec.gov/Archives/edgar/data/1404655/000095017023027491/0000950170-23-027491-index.htm - Shareholder Votes HUBSPOT INC shareholders approved Advisory vote on executive compensation at the 2023-06-06 meeting. - Proposal: say on pay - Outcome: passed - Meeting: 2023-06-06 source text: Proposal 3 – To approve on an advisory non-binding basis, the compensation of the Company’s named executive officers The stockholders approved the non-binding, advisory proposal to approve the compensation of the Company’s named executive officers. The results of such vote were as follows: Votes For Votes Against Abstentions Broker Non- Votes 37,473,086 2,054,544 16,938 5,900,735 evidence_url: https://www.sec.gov/Archives/edgar/data/1404655/000095017023027491/0000950170-23-027491-index.htm This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.