---
schema_version: "secwatch.filing_event.v1"
accession: "0001057352-23-000091"
form_type: "8-K"
ticker: "CSGP"
cik: "0001057352"
company_name: "COSTAR GROUP, INC."
filed_at: "2023-06-12T23:59:59+00:00"
generated_at: "2026-06-14T02:38:54.295522+00:00"
event_type: "other_material"
sentiment: "neutral"
materiality_score: 0.3
calibrated_materiality_score: 0.15
confidence: "high"
source: SEC EDGAR
---

# CoStar annual meeting elects all 8 directors, approves say-on-pay, rejects GHG proposal

## Summary
- All eight director nominees elected; Christopher Nassetta received 63.8M votes against.
- Ernst & Young ratified as auditor for FY2023 (358.2M for, 9.0M against).
- Advisory vote on executive compensation approved: 317.6M for, 41.8M against.
- "1 year" frequency selected for future say-on-pay votes (355.0M votes); company adopts policy until 2029.
- Shareholder proposal on GHG reduction targets rejected: 98.1M for, 258.7M against.

## SEC filing metadata
- accession: 0001057352-23-000091
- form_type: 8-K
- ticker: CSGP
- cik: 0001057352
- company_name: COSTAR GROUP, INC.
- filed_at: 2023-06-12T23:59:59+00:00
- event_type: other_material
- sentiment: neutral
- materiality_score: 0.3
- calibrated_materiality_score: 0.15
- confidence: high
- sec_items: 5.07
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1057352/000105735223000091/0001057352-23-000091-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1057352/000105735223000091/csgp-20230608.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001057352-23-000091
- JSON: https://secwatch.observer/filing/0001057352-23-000091.json
- Plain text: https://secwatch.observer/filing/0001057352-23-000091.txt

## Key facts
- Shareholder Votes
  COSTAR GROUP, INC. shareholders approved Ratification of appointment of Ernst & Young, LLP as independent registered public accounting firm for fiscal year ending December 31, 2023 at the 2023-06-08 meeting.
  - Proposal: auditor ratification
  - Outcome: passed
  - Meeting: 2023-06-08
  source text: The appointment of Ernst & Young, LLP as our independent registered public accounting firm for the fiscal year ending December 31, 2023 was ratified upon the following vote: Votes For 358,241,307 Votes Against 9,009,176 Abstentions 64,147 Broker Non-Votes —
  evidence_url: https://www.sec.gov/Archives/edgar/data/1057352/000105735223000091/0001057352-23-000091-index.htm
- Shareholder Votes
  COSTAR GROUP, INC. shareholders approved Advisory resolution to approve executive compensation at the 2023-06-08 meeting.
  - Proposal: say on pay
  - Outcome: passed
  - Meeting: 2023-06-08
  source text: The advisory resolution to approve executive compensation was approved upon the following vote: Votes For 317,566,632 Votes Against 41,805,304 Abstentions 1,031,188 Broker Non-Votes 6,911,506
  evidence_url: https://www.sec.gov/Archives/edgar/data/1057352/000105735223000091/0001057352-23-000091-index.htm
- Shareholder Votes
  COSTAR GROUP, INC. shareholders approved Election of Directors at the 2023-06-08 meeting.
  - Proposal: director election
  - Outcome: passed
  - Meeting: 2023-06-08
  source text: The following nominees were elected to our Board of Directors to serve until the next annual meeting of the Company’s stockholders or until his or her successor is elected and qualified: Michael R. Klein, Andrew C. Florance, Michael J. Glosserman, John W. Hill, Laura Cox Kaplan, Robert W. Musslewhite, Christopher J. Nassetta and Louise S. Sams.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1057352/000105735223000091/0001057352-23-000091-index.htm
- Shareholder Votes
  COSTAR GROUP, INC. shareholders rejected Stockholder proposal regarding greenhouse gas emissions reduction targets at the 2023-06-08 meeting.
  - Outcome: failed
  - Meeting: 2023-06-08
  source text: The stockholder proposal regarding greenhouse gas emissions reduction targets was not approved upon the following vote: Votes For 98,148,682 Votes Against 258,696,745 Abstentions 3,557,697 Broker Non-Votes 6,911,506
  evidence_url: https://www.sec.gov/Archives/edgar/data/1057352/000105735223000091/0001057352-23-000091-index.htm
- Shareholder Votes
  COSTAR GROUP, INC. shareholders approved Advisory vote on frequency of future advisory votes to approve executive compensation at the 2023-06-08 meeting.
  - Proposal: say on pay frequency
  - Outcome: passed
  - Meeting: 2023-06-08
  source text: The advisory vote on the frequency of future advisory votes to approve executive compensation selected "1 year" upon the following vote: Votes for "1 year" 355,029,722 Votes for "2 years" 472,322 Votes for "3 years" 4,762,412 Abstentions 138,668 Broker Non-Votes 6,911,506
  evidence_url: https://www.sec.gov/Archives/edgar/data/1057352/000105735223000091/0001057352-23-000091-index.htm

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