---
schema_version: "secwatch.filing_event.v1"
accession: "0001280058-23-000029"
form_type: "8-K"
ticker: "BLKB"
cik: "0001280058"
company_name: "BLACKBAUD INC"
filed_at: "2023-06-15T23:59:59+00:00"
generated_at: "2026-06-13T23:47:36.589148+00:00"
event_type: "other"
sentiment: "neutral"
materiality_score: 0.25
calibrated_materiality_score: 0.15
confidence: "high"
source: SEC EDGAR
---

# Blackbaud annual meeting results: directors re-elected, equity plan approved

## Summary
- Yogesh K. Gupta and Rupal S. Hollenbeck re-elected as Class A directors for three-year terms.
- Advisory vote on executive compensation passed: 36.2M For, 1.9M Against, 1.4M Abstain.
- Shareholders approved annual frequency for future say-on-pay advisory votes.
- Amendment and restatement of 2016 Equity and Incentive Plan approved with 36.4M For.
- Ratification of Ernst & Young as auditor for FY2023: 50.7M For, 13.5K Against.

## SEC filing metadata
- accession: 0001280058-23-000029
- form_type: 8-K
- ticker: BLKB
- cik: 0001280058
- company_name: BLACKBAUD INC
- filed_at: 2023-06-15T23:59:59+00:00
- event_type: other
- sentiment: neutral
- materiality_score: 0.25
- calibrated_materiality_score: 0.15
- confidence: high
- sec_items: 5.07
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1280058/000128005823000029/0001280058-23-000029-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1280058/000128005823000029/blkb-20230614.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001280058-23-000029
- JSON: https://secwatch.observer/filing/0001280058-23-000029.json
- Plain text: https://secwatch.observer/filing/0001280058-23-000029.txt

## Key facts
- Shareholder Votes
  BLACKBAUD INC shareholders approved Ratification of Appointment of Independent Registered Public Accounting Firm at the 2023-06-14 meeting.
  - Proposal: auditor ratification
  - Outcome: passed
  - Meeting: 2023-06-14
  source text: Proposal 5 - Ratification of Appointment of Independent Registered Public Accounting Firm. Stockholders ratified the appointment of Ernst & Young LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2023 as follows: Votes Cast For 50,668,174 Votes Cast Against 13,518 Abstentions 11,744 Broker Non-Votes N/A
  evidence_url: https://www.sec.gov/Archives/edgar/data/1280058/000128005823000029/0001280058-23-000029-index.htm
- Shareholder Votes
  BLACKBAUD INC shareholders approved Advisory Vote to Approve Named Executive Officer Compensation at the 2023-06-14 meeting.
  - Proposal: say on pay
  - Outcome: passed
  - Meeting: 2023-06-14
  source text: Proposal 2 - Advisory Vote to Approve Named Executive Officer Compensation. Stockholders approved on an advisory basis the 2022 compensation of the Company’s named executive officers as follows: Votes Cast For 36,165,954 Votes Cast Against 1,948,205 Abstentions 1,411,046 Broker Non-Votes 11,168,231
  evidence_url: https://www.sec.gov/Archives/edgar/data/1280058/000128005823000029/0001280058-23-000029-index.htm
- Shareholder Votes
  BLACKBAUD INC shareholders approved Vote to Approve the Amendment and Restatement of the Blackbaud, Inc. 2016 Equity and Incentive Compensation Plan at the 2023-06-14 meeting.
  - Proposal: equity plan
  - Outcome: passed
  - Meeting: 2023-06-14
  source text: Proposal 4 - Vote to Approve the Amendment and Restatement of the Blackbaud, Inc. 2016 Equity and Incentive Compensation Plan. Stockholders approved the amendment and restatement of the Blackbaud, Inc. 2016 Equity and Incentive Compensation Plan as follows: Votes Cast For 36,356,174 Votes Cast Against 1,771,837 Abstentions 1,397,194 Broker Non-Votes 11,168,231
  evidence_url: https://www.sec.gov/Archives/edgar/data/1280058/000128005823000029/0001280058-23-000029-index.htm
- Shareholder Votes
  BLACKBAUD INC shareholders approved Election of Class A Directors at the 2023-06-14 meeting.
  - Proposal: director election
  - Outcome: passed
  - Meeting: 2023-06-14
  source text: Proposal 1 - Election of Directors. Stockholders elected two Class A members to the Company’s Board of Directors, each for a three year term expiring in 2026 as follows: Member For Against Abstentions Broker Non-Votes Yogesh K. Gupta 38,845,090 654,512 25,603 11,168,231 Rupal S. Hollenbeck 38,469,795 1,029,623 25,787 11,168,231
  evidence_url: https://www.sec.gov/Archives/edgar/data/1280058/000128005823000029/0001280058-23-000029-index.htm
- Shareholder Votes
  BLACKBAUD INC shareholders approved Advisory Vote on the Frequency of Holding Future Advisory Votes to Approve Named Executive Officer Compensation at the 2023-06-14 meeting.
  - Proposal: say on pay frequency
  - Outcome: passed
  - Meeting: 2023-06-14
  source text: Proposal 3 - Advisory Vote on the Frequency of Holding Future Advisory Votes to Approve Named Executive Officer Compensation. The stockholders approved on an advisory basis to hold future advisory votes regarding the compensation of the Company’s named executive officers on an annual basis. The Company has determined, consistent with the stockholder vote, to hold future advisory votes regarding the compensation of the Company’s named executive officers on an annual basis until the next vote on the frequency of such advisory votes occurs. Frequency of Advisory Vote on Named Executive Officer Compensation 1 Year 2 Years 3 Years Abstentions Votes Cast For 38,476,065 3,908 1,020,265 24,967
  evidence_url: https://www.sec.gov/Archives/edgar/data/1280058/000128005823000029/0001280058-23-000029-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.
