{"schema_version":"secwatch.filing_event.v1","accession":"0001104659-24-059336","form_type":"8-K","ticker":"TCMD","cik":"0001027838","company_name":"TACTILE SYSTEMS TECHNOLOGY INC","filed_at":"2024-05-09T23:59:59+00:00","discovered_at":"2026-05-14T18:03:16.939455+00:00","generated_at":"2026-06-02T04:39:26.144612+00:00","sec_items":["5.03","5.07","9.01"],"event_type":"other_material","sentiment":"neutral","materiality_score":0.2,"calibrated_materiality_score":0.2,"confidence":"high","headline":"Tactile Systems stockholders approve officer exculpation amendment at 2024 annual meeting","bullets":["All eight director nominees elected; Valerie Asbury with 17.8M votes for, 442k withheld.","Ratification of Grant Thornton LLP as independent auditor for 2024 passed with 20.7M for.","Advisory say-on-pay passed with 17.8M for, 419k against, 22.5k abstain.","Amendment to certificate of incorporation allowing officer exculpation approved (17.3M for, 913k against)."],"urls":{"canonical":"https://secwatch.observer/filing/0001104659-24-059336","json":"https://secwatch.observer/filing/0001104659-24-059336.json","markdown":"https://secwatch.observer/filing/0001104659-24-059336.md","text":"https://secwatch.observer/filing/0001104659-24-059336.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/1027838/000110465924059336/0001104659-24-059336-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1027838/000110465924059336/tm2413966d1_8k.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-06-02T04:39:26.144612+00:00"},"review":{"review_status":"machine_generated","human_reviewed":false,"corrected":false,"correction_note":null,"correction_timestamp":null,"superseded_by":null,"related_filings":[]},"source_grounded_claims":[{"claim_id":"84b2ac670604a6a7d9345a80f9d231479b119020","claim":"TACTILE SYSTEMS TECHNOLOGY INC: Amendment to Amended and Restated Certificate of Incorporation to allow for exculpation of officers as permitted by Delaware law (effective 2024-05-08).","evidence_excerpt":"On May 8, 2024, the Company filed with the Secretary of State of the State of Delaware a Certificate of Amendment to the Company’s Amended and Restated Certificate of Incorporation that sets forth the Exculpation Amendment","evidence_source":"SEC 8-K Item 5.03/5.05/5.06","evidence_url":"https://www.sec.gov/Archives/edgar/data/1027838/000110465924059336/0001104659-24-059336-index.htm","confidence":0.9,"family_label":"Governance Changes","details":[{"label":"Change","value":"charter amendment"},{"label":"Effective","value":"2024-05-08"}]},{"claim_id":"44ecbbf492caf383e1965c4f7bb288c09f444b51","claim":"TACTILE SYSTEMS TECHNOLOGY INC shareholders approved Election of Directors at the 2024-05-08 meeting.","evidence_excerpt":"Election of Directors The following nominees were elected to serve as directors for a term that will last until the Company’s 2025 Annual Meeting of Stockholders or until his or her successor is duly elected and qualified. The number of votes cast for and withheld from each nominee and the number of broker non-votes with respect to each nominee were as follows: Name Votes For Votes Withheld Broker Non-Votes Valerie L. Asbury 17,781,587 442,062 2,616,580 William W. Burke 17,801,596 422,053 2,616,580 Sheri L. Dodd 17,874,433 349,216 2,616,580 Raymond O. Huggenberger 17,801,042 422,607 2,616,580 Daniel L. Reuvers 17,867,596 356,053 2,616,580 D. Brent Shafer 17,838,149 385,500 2,616,580 Carmen B. Volkart 17,838,867 384,782 2,616,580 B. Vindell Washington 18,036,704 186,945 2,616,580","evidence_source":"SEC 8-K Item 5.07","evidence_url":"https://www.sec.gov/Archives/edgar/data/1027838/000110465924059336/0001104659-24-059336-index.htm","confidence":0.95,"family_label":"Shareholder Votes","details":[{"label":"Proposal","value":"director election"},{"label":"Outcome","value":"passed"},{"label":"Meeting","value":"2024-05-08"}]},{"claim_id":"4b6c6c042e651d253fd5e4c50f3f11922c9e4e35","claim":"TACTILE SYSTEMS TECHNOLOGY INC shareholders approved Approval of an Amendment to the Company’s Amended and Restated Certificate of Incorporation to Allow for Exculpation of Officers as permitted by Delaware Law at the 2024-05-08 meeting.","evidence_excerpt":"Approval of an Amendment to the Company’s Amended and Restated Certificate of Incorporation to Allow for Exculpation of Officers as permitted by Delaware Law The Company’s stockholders approved an amendment to the Company’s Amended and Restated Certificate of Incorporation to allow for exculpation of officers as permitted by Delaware law by voting as follows: For Against Abstain Broker Non-Votes 17,296,464 913,066 14,119 2,616,580","evidence_source":"SEC 8-K Item 5.07","evidence_url":"https://www.sec.gov/Archives/edgar/data/1027838/000110465924059336/0001104659-24-059336-index.htm","confidence":0.95,"family_label":"Shareholder Votes","details":[{"label":"Proposal","value":"charter amendment"},{"label":"Outcome","value":"passed"},{"label":"Meeting","value":"2024-05-08"}]},{"claim_id":"9f90aa8fa9c2b62a66ac89007ea5eb66775caaf1","claim":"TACTILE SYSTEMS TECHNOLOGY INC shareholders approved Ratification of the Selection of Grant Thornton LLP as the Company’s Independent Auditor for 2024 at the 2024-05-08 meeting.","evidence_excerpt":"Ratification of the Selection of Grant Thornton LLP as the Company’s Independent Auditor for 2024 The Company’s stockholders ratified the appointment by the Audit Committee of the Company’s Board of Directors of Grant Thornton LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2024 by voting as follows: For Against Abstain Broker Non-Votes 20,705,430 112,433 22,366 0","evidence_source":"SEC 8-K Item 5.07","evidence_url":"https://www.sec.gov/Archives/edgar/data/1027838/000110465924059336/0001104659-24-059336-index.htm","confidence":0.95,"family_label":"Shareholder Votes","details":[{"label":"Proposal","value":"auditor ratification"},{"label":"Outcome","value":"passed"},{"label":"Meeting","value":"2024-05-08"}]},{"claim_id":"cffa4a1bd9657cdc4a206bec6464c07172f0d94d","claim":"TACTILE SYSTEMS TECHNOLOGY INC shareholders approved Advisory Vote on Approval of the Compensation of the Company’s Named Executive Officers at the 2024-05-08 meeting.","evidence_excerpt":"Advisory Vote on Approval of the Compensation of the Company’s Named Executive Officers The Company’s stockholders approved, on an advisory basis, the compensation of the Company’s named executive officers by voting as follows: For Against Abstain Broker Non-Votes 17,781,574 419,547 22,528 2,616,580","evidence_source":"SEC 8-K Item 5.07","evidence_url":"https://www.sec.gov/Archives/edgar/data/1027838/000110465924059336/0001104659-24-059336-index.htm","confidence":0.95,"family_label":"Shareholder Votes","details":[{"label":"Proposal","value":"say on pay"},{"label":"Outcome","value":"passed"},{"label":"Meeting","value":"2024-05-08"}]}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}