Cogent Communications stockholders approve board size change, incentive plan share increase

COGENT COMMUNICATIONS HOLDINGS, INC.

All director nominees elected with strong support; Dave Schaeffer received 40.2M for votes.
Bylaws amended to set board size range from six to eight directors, fixed by the Board.
2017 Incentive Award Plan amended: 1.5M additional shares authorized, term extended to May 7, 2035.
Ernst & Young ratified as independent auditor for fiscal year 2025.
Say-on-pay proposal approved with 35.8M for votes vs. 4.6M against.

Key facts

Extracted from this filing and checked against the source text.

Governance Changes SEC 8-K Item 5.03/5.05/5.06 confidence 0.9

COGENT COMMUNICATIONS HOLDINGS, INC.: Amended and Restated Bylaws to change the Board size range to not less than six nor more than eight directors, with the exact number fixed by the Board (effective 2025-05-07).

Change: bylaw amendment
Effective: 2025-05-07

Exact text from the filing

Stockholders approved the second proposal, to approve the Company’s Amended and Restated Bylaws to amend Article III, Section 12 to provide that the size of the Board shall be not less than six nor more than eight directors, with the exact number within such range to be fixed exclusively by the Board.

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COGENT COMMUNICATIONS HOLDINGS, INC. filing history →

Source: SEC EDGAR

accession 0001104659-25-046003

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