--- schema_version: "secwatch.filing_event.v1" accession: "0001102993-23-000102" form_type: "8-K" ticker: "LPSN" cik: "0001102993" company_name: "LIVEPERSON INC" filed_at: "2023-10-06T23:59:59+00:00" generated_at: "2026-06-10T03:12:48.676355+00:00" event_type: "other_material" sentiment: "neutral" materiality_score: 0.5 calibrated_materiality_score: 0.5 confidence: "high" source: SEC EDGAR --- # LivePerson shareholders elect directors, approve share increases at annual meeting ## Summary - Elected Jill Layfield and James Miller as Class II directors (terms until 2026) with ~37M and ~38M votes for, respectively. - Ratified BDO USA as independent auditor for FY2023: 54.95M for, 382,559 against. - Advisory vote approved executive compensation (42.0M for, 5.7M against); frequency set to every year. - Approved 2.3M share increase to 2019 Stock Incentive Plan (38.1M for, 9.5M against). - Approved 1M share increase to 2019 Employee Stock Purchase Plan (42.5M for, 5.1M against). ## SEC filing metadata - accession: 0001102993-23-000102 - form_type: 8-K - ticker: LPSN - cik: 0001102993 - company_name: LIVEPERSON INC - filed_at: 2023-10-06T23:59:59+00:00 - event_type: other_material - sentiment: neutral - materiality_score: 0.5 - calibrated_materiality_score: 0.5 - confidence: high - sec_items: 5.02, 5.07 - EDGAR index: https://www.sec.gov/Archives/edgar/data/1102993/000110299323000102/0001102993-23-000102-index.htm - EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1102993/000110299323000102/lpsn-20231005.htm ## Machine-readable alternates - HTML: https://secwatch.observer/filing/0001102993-23-000102 - JSON: https://secwatch.observer/filing/0001102993-23-000102.json - Plain text: https://secwatch.observer/filing/0001102993-23-000102.txt ## Key facts - Shareholder Votes LIVEPERSON INC shareholders approved Amendment to 2019 Employee Stock Purchase Plan to increase share reserve at the 2023-10-05 meeting. - Proposal: equity plan - Outcome: passed - Meeting: 2023-10-05 source text: the stockholders also approved an amendment to the LivePerson, Inc. 2019 Employee Stock Purchase Plan to increase the number of shares of the Company's common stock available for issuance thereunder, with the following voting results: Votes For Votes Against Abstain Broker Non-Votes 42,537,085 5,143,878 54,024 7,935,582 evidence_url: https://www.sec.gov/Archives/edgar/data/1102993/000110299323000102/0001102993-23-000102-index.htm - Shareholder Votes LIVEPERSON INC shareholders approved Advisory non-binding vote on frequency of future advisory votes on executive compensation at the 2023-10-05 meeting. - Proposal: say on pay frequency - Outcome: passed - Meeting: 2023-10-05 source text: the stockholders also approved, on an advisory non-binding basis, that the frequency of future advisory votes on the compensation of the Company’s named executive officers should be held every year, with the following voting results: One Year Two Years Three Years Abstain Broker Non-Votes 45,106,361 16,303 2,569,597 42,726 7,935,582 evidence_url: https://www.sec.gov/Archives/edgar/data/1102993/000110299323000102/0001102993-23-000102-index.htm - Shareholder Votes LIVEPERSON INC shareholders approved Amendment to 2019 Stock Incentive Plan to increase share reserve at the 2023-10-05 meeting. - Proposal: equity plan - Outcome: passed - Meeting: 2023-10-05 source text: the stockholders also approved an amendment to the LivePerson, Inc. 2019 Stock Incentive Plan to increase the number of shares of the Company’s common stock available for issuance thereunder, with the following voting results: Votes For Votes Against Abstain Broker Non-Votes 38,144,930 9,506,929 83,128 7,935,582 evidence_url: https://www.sec.gov/Archives/edgar/data/1102993/000110299323000102/0001102993-23-000102-index.htm - Shareholder Votes LIVEPERSON INC shareholders approved Election of Class II directors at the 2023-10-05 meeting. - Proposal: director election - Outcome: passed - Meeting: 2023-10-05 source text: Director Votes For Votes Withheld Abstain Broker Non-Votes Jill Layfield 36,857,728 10,859,058 18,201 7,935,582 Director Votes For Votes Withheld Abstain Broker Non-Votes James Miller 37,619,428 10,073,157 42,402 7,935,582 evidence_url: https://www.sec.gov/Archives/edgar/data/1102993/000110299323000102/0001102993-23-000102-index.htm - Shareholder Votes LIVEPERSON INC shareholders approved Non-binding advisory vote on compensation of named executive officers at the 2023-10-05 meeting. - Proposal: say on pay - Outcome: passed - Meeting: 2023-10-05 source text: the stockholders also approved, on a non-binding advisory basis, the compensation of the Company’s named executive officers, with the following voting results: Votes For Votes Against Abstain Broker Non-Votes 42,041,625 5,659,657 33,705 7,935,582 evidence_url: https://www.sec.gov/Archives/edgar/data/1102993/000110299323000102/0001102993-23-000102-index.htm - Shareholder Votes LIVEPERSON INC shareholders approved Ratification of BDO USA, LLP as independent registered accounting firm at the 2023-10-05 meeting. - Proposal: auditor ratification - Outcome: passed - Meeting: 2023-10-05 source text: the stockholders also ratified the Audit Committee’s appointment of BDO USA, LLP as the Company’s independent registered accounting firm for the fiscal year ending December 31, 2023 with the following voting results: Votes For Votes Against Abstain Broker Non-Votes 54,953,619 382,559 334,391 — evidence_url: https://www.sec.gov/Archives/edgar/data/1102993/000110299323000102/0001102993-23-000102-index.htm This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.