Cogent shareholders approve incentive plan; CEO Schaeffer gets 1M performance shares

COGENT COMMUNICATIONS HOLDINGS, INC.

Stockholders approved Third Amended 2017 Incentive Award Plan, increasing share pool by 1.5M shares and extending term to 2036.
CEO Dave Schaeffer granted 1,000,000 performance-vesting restricted shares with stock price targets: 200K at $70, 300K at $85, 500K at $100.
Vesting requires continuous service as CEO through Feb 2031; shares forfeited if targets not met by that date.
In a change of control, vesting accelerates using CIC price; pro-rata vesting between tranches if price between $70 and $100.
All five director nominees elected; plan approved 25.5M for, 8.6M against; EY ratified as auditor for FY2026.

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