--- schema_version: "secwatch.filing_event.v1" accession: "0001104659-23-055930" form_type: "8-K" ticker: "CCOI" cik: "0001158324" company_name: "COGENT COMMUNICATIONS HOLDINGS, INC." filed_at: "2023-05-04T23:59:59+00:00" generated_at: "2026-06-15T20:01:17.616380+00:00" event_type: "leadership" sentiment: "neutral" materiality_score: 0.5 calibrated_materiality_score: 0.5 confidence: "high" source: SEC EDGAR --- # Cogent appoints Greg O'Connor COO; approves 1.2M share plan increase ## Summary - Greg W. O'Connor named VP and COO; previously VP/GM at T-Mobile Wireline. - O'Connor receives 16,000 restricted shares vesting quarterly through Dec 2026. - Stockholders approved amendment to 2017 Incentive Plan adding 1.2M shares. - All 9 director nominees elected; say-on-pay approved on advisory basis. - Stockholders selected 1-year frequency for future say-on-pay votes. ## SEC filing metadata - accession: 0001104659-23-055930 - form_type: 8-K - ticker: CCOI - cik: 0001158324 - company_name: COGENT COMMUNICATIONS HOLDINGS, INC. - filed_at: 2023-05-04T23:59:59+00:00 - event_type: leadership - sentiment: neutral - materiality_score: 0.5 - calibrated_materiality_score: 0.5 - confidence: high - sec_items: 5.02, 5.07, 9.01 - EDGAR index: https://www.sec.gov/Archives/edgar/data/1158324/000110465923055930/0001104659-23-055930-index.htm - EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1158324/000110465923055930/tm2314350d2_8k.htm ## Machine-readable alternates - HTML: https://secwatch.observer/filing/0001104659-23-055930 - JSON: https://secwatch.observer/filing/0001104659-23-055930.json - Plain text: https://secwatch.observer/filing/0001104659-23-055930.txt ## Key facts - Executive change Greg W. O'Connor was appointed as Vice President and Chief Operating Officer at COGENT COMMUNICATIONS HOLDINGS, INC.. - Action: appointed - Role: Vice President and Chief Operating Officer source text: On May 3, 2023, the Board of Directors (the “Board”) of Cogent Communications Holdings, Inc. (the “Company”) appointed Greg W. O’Connor as Vice President and Chief Operating Officer of the Company. evidence_url: https://www.sec.gov/Archives/edgar/data/1158324/000110465923055930/0001104659-23-055930-index.htm - Shareholder Votes COGENT COMMUNICATIONS HOLDINGS, INC. shareholders approved Advisory vote on the frequency of future stockholder advisory votes to approve named executive officer compensation at the 2023-05-03 meeting. - Proposal: say on pay frequency - Outcome: passed - Meeting: 2023-05-03 source text: For the fifth proposal, stockholders selected 1 YEAR as the recommended frequency of future stockholder advisory votes to approve named executive officer compensation. The vote on this fourth proposal was as follows: 1 YEAR: 40,356,509; 2 YEARS: 8,844; 3 YEARS: 876,325; ABSTAIN: 27,137. Broker non-votes for this fourth proposal were 2,535,472 shares. evidence_url: https://www.sec.gov/Archives/edgar/data/1158324/000110465923055930/0001104659-23-055930-index.htm - Shareholder Votes COGENT COMMUNICATIONS HOLDINGS, INC. shareholders approved Election of Directors at the 2023-05-03 meeting. - Proposal: director election - Outcome: passed - Meeting: 2023-05-03 source text: Under the first proposal, each of the following nominees were elected to the Board, to hold office until his or her successor is elected and qualified, with the following voting results: Dave Schaeffer: FOR: 40,703,286 AGAINST: 552,418 ABSTAIN: 13,111 evidence_url: https://www.sec.gov/Archives/edgar/data/1158324/000110465923055930/0001104659-23-055930-index.htm - Shareholder Votes COGENT COMMUNICATIONS HOLDINGS, INC. shareholders approved Advisory vote to approve named executive officer compensation at the 2023-05-03 meeting. - Proposal: say on pay - Outcome: passed - Meeting: 2023-05-03 source text: Stockholders approved the fourth proposal, an advisory vote to approve named executive officer compensation. The vote on this fourth proposal was as follows: FOR: 38,901,256; AGAINST: 2,321,024; ABSTAIN: 46,535. Broker non-votes for this fourth proposal were 2,535,472 shares. evidence_url: https://www.sec.gov/Archives/edgar/data/1158324/000110465923055930/0001104659-23-055930-index.htm - Shareholder Votes COGENT COMMUNICATIONS HOLDINGS, INC. shareholders approved Approval of an amendment and restatement of the Company’s 2017 Incentive Award Plan at the 2023-05-03 meeting. - Proposal: equity plan - Outcome: passed - Meeting: 2023-05-03 source text: Stockholders approved the second proposal, approval of an amendment and restatement of the Company’s 2017 Incentive Award Plan. The vote on this second proposal was as follows: FOR: 40,290,197; AGAINST: 953,660; ABSTAIN: 24,958. Broker non-votes for this second proposal were 2,535,472 shares. evidence_url: https://www.sec.gov/Archives/edgar/data/1158324/000110465923055930/0001104659-23-055930-index.htm - Shareholder Votes COGENT COMMUNICATIONS HOLDINGS, INC. shareholders approved Ratification of the appointment of Ernst & Young LLP as the Company’s independent registered public accountants for the fiscal year ending December 31, 2023 at the 2023-05-03 meeting. - Proposal: auditor ratification - Outcome: passed - Meeting: 2023-05-03 source text: Stockholders approved the third proposal, ratifying the appointment of Ernst & Young LLP as the Company’s independent registered public accountants for the fiscal year ending December 31, 2023. The vote on this third proposal was as follows: FOR: 40,985,489; AGAINST: 2,808,777; ABSTAIN: 10,021. Broker non-votes for this second proposal were zero (0) shares. evidence_url: https://www.sec.gov/Archives/edgar/data/1158324/000110465923055930/0001104659-23-055930-index.htm This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.