---
schema_version: "secwatch.filing_event.v1"
accession: "0001048268-23-000026"
form_type: "8-K"
ticker: "IESC"
cik: "0001048268"
company_name: "IES Holdings, Inc."
filed_at: "2023-02-24T23:59:59+00:00"
generated_at: "2026-06-19T00:23:41.764471+00:00"
event_type: "other"
sentiment: "neutral"
materiality_score: 0.1
calibrated_materiality_score: 0.1
confidence: "high"
source: SEC EDGAR
---

# IES Holdings shareholders elect directors, ratify auditor, approve say-on-pay at annual meeting

## Summary
- All six director nominees elected with majority support; broker non-votes of 1.8M shares.
- Ratification of Ernst & Young as auditor for FY2023 approved with 19.1M votes for.
- Advisory vote on executive compensation approved with 16.9M for.
- Advisory vote on frequency of say-on-pay: one-year frequency approved; board adopts annual say-on-pay.

## SEC filing metadata
- accession: 0001048268-23-000026
- form_type: 8-K
- ticker: IESC
- cik: 0001048268
- company_name: IES Holdings, Inc.
- filed_at: 2023-02-24T23:59:59+00:00
- event_type: other
- sentiment: neutral
- materiality_score: 0.1
- calibrated_materiality_score: 0.1
- confidence: high
- sec_items: 5.07, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1048268/000104826823000026/0001048268-23-000026-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1048268/000104826823000026/iesc-20230223.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001048268-23-000026
- JSON: https://secwatch.observer/filing/0001048268-23-000026.json
- Plain text: https://secwatch.observer/filing/0001048268-23-000026.txt

## Key facts
- Shareholder Votes
  IES Holdings, Inc. shareholders approved Advisory vote on the frequency of stockholder votes on executive compensation at the 2023-02-23 meeting.
  - Proposal: say on pay frequency
  - Outcome: passed
  - Meeting: 2023-02-23
  source text: (4) Proposal Four: Approval, by advisory vote, of the frequency of the stockholders' advisory vote on the compensation of the Company’s named executive officers. A one year frequency was approved as follows: 16,670,122 383 661,637 1,516 1,808,017 ONE YEAR TWO YEARS THREE YEARS ABSTAIN BROKER NON-VOTE
  evidence_url: https://www.sec.gov/Archives/edgar/data/1048268/000104826823000026/0001048268-23-000026-index.htm
- Shareholder Votes
  IES Holdings, Inc. shareholders approved Advisory vote on the compensation of the Company’s named executive officers at the 2023-02-23 meeting.
  - Proposal: say on pay
  - Outcome: passed
  - Meeting: 2023-02-23
  source text: (3) Proposal Three: Approval, by advisory vote, of the compensation of the Company’s named executive officers, as described in the proxy statement for the Annual Meeting: 16,892,794 435,673 5,191 1,808,017 FOR AGAINST ABSTAIN BROKER NON-VOTE
  evidence_url: https://www.sec.gov/Archives/edgar/data/1048268/000104826823000026/0001048268-23-000026-index.htm
- Shareholder Votes
  IES Holdings, Inc. shareholders approved Ratification of the appointment of Ernst & Young LLP as the Company’s certified public accountants for the fiscal year ending September 30, 2023 at the 2023-02-23 meeting.
  - Proposal: auditor ratification
  - Outcome: passed
  - Meeting: 2023-02-23
  source text: (2) Proposal Two: Ratification of the appointment of Ernst & Young LLP as the Company’s certified public accountants for the Company for fiscal year 2023 was approved as follows: 19,076,708 30,373 34,594 N/A FOR AGAINST ABSTAIN BROKER NON-VOTE
  evidence_url: https://www.sec.gov/Archives/edgar/data/1048268/000104826823000026/0001048268-23-000026-index.htm
- Shareholder Votes
  IES Holdings, Inc. shareholders approved Election of Directors to serve until the 2024 Annual Stockholders Meeting and until their successors are duly elected and qualified at the 2023-02-23 meeting.
  - Proposal: director election
  - Outcome: passed
  - Meeting: 2023-02-23
  source text: (1) Proposal One: Election of Directors to serve until the 2024 Annual Stockholders Meeting and until their successors are duly elected and qualified (or until their earlier death, resignation or removal). Each Director was elected as follows: NAME FOR WITHHELD BROKER NON-VOTE 01— Jennifer A. Baldock 15,952,445 1,381,213 1,808,017 02— Todd M. Cleveland 15,211,395 2,122,263 1,808,017 03— David B. Gendell 17,059,933 273,725 1,808,017 04— Jeffrey L. Gendell 17,025,620 308,038 1,808,017 05— Joe D. Koshkin 15,898,962 1,434,696 1,808,017 06— Elizabeth D. Leykum 17,069,475 264,183 1,808,017
  evidence_url: https://www.sec.gov/Archives/edgar/data/1048268/000104826823000026/0001048268-23-000026-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.