Cipher Mining annual meeting: director elections pass, officer exculpation amendment fails

Cipher Digital Inc.

Tyler Page (164,376,178 FOR) and Cary Grossman (150,422,180 FOR) elected to three-year director terms.
Ratification of Marcum LLP as auditor approved: 186,644,721 FOR, 138,770 AGAINST, 100,201 abstained.
Amendment to exculpate officers for breach of fiduciary duty failed; needed 66 2/3% but received 158,926,453 FOR.
186,883,692 shares (63.03% of outstanding common stock) present or represented at the May 2, 2024 meeting.

Key facts

Extracted from this filing and checked against the source text.

Shareholder Votes SEC 8-K Item 5.07 confidence 0.95

Cipher Digital Inc. shareholders rejected Approval of amendment to second amended and restated certificate of incorporation to provide for exculpation of officers from breaches of fiduciary duty at the 2024-05-02 meeting.

Proposal: charter amendment
Outcome: failed
Meeting: 2024-05-02

Exact text from the filing

Votes FOR Votes AGAINST Votes ABSTAINED Broker Non-Votes 158,926,453 4,593,652 4,771,572 18,592,015

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Shareholder Votes SEC 8-K Item 5.07 confidence 0.95

Cipher Digital Inc. shareholders approved Election of directors at the 2024-05-02 meeting.

Proposal: director election
Outcome: passed
Meeting: 2024-05-02

Exact text from the filing

Votes FOR Votes WITHHELD Broker Non- Votes Tyler Page 164,376,178 3,915,499 18,592,015 Cary Grossman 150,422,180 17,869,497 18,592,015

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Shareholder Votes SEC 8-K Item 5.07 confidence 0.95

Cipher Digital Inc. shareholders approved Ratification of independent registered public accounting firm at the 2024-05-02 meeting.

Proposal: auditor ratification
Outcome: passed
Meeting: 2024-05-02

Exact text from the filing

Votes FOR Votes AGAINST Votes ABSTAINED Broker Non-Votes 186,644,721 138,770 100,201 —

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182 shareholder votes filed in the last 30 days. Browse all shareholder votes →

Cipher Digital Inc. filing history →

Source: SEC EDGAR

accession 0000950170-24-053156

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