PROS Holdings annual meeting elects directors, approves say-on-pay, ratifies auditor

PROS Holdings, Inc.

Elected Class II directors Raja Hammoud, Leland Jourdan, William Russell for three-year terms.
Advisory vote on named executive officer compensation approved (38,421,708 for, 817,085 against).
Ratified appointment of PricewaterhouseCoopers as auditor for FY2024 (40,045,855 for).
94.25% of outstanding shares represented at meeting (44.27M of 46.97M shares).

Key facts

Extracted from this filing and checked against the source text.

Shareholder Votes SEC 8-K Item 5.07 confidence 0.9

PROS Holdings, Inc. shareholders approved Advisory vote to approve named executive officer compensation at the 2024-05-15 meeting.

Proposal: say on pay
Outcome: passed
Meeting: 2024-05-15

Exact text from the filing

e Class II directors to the Board, each for a three-year term expiring 2027: Broker Name For Withheld Non-Votes Raja Hammoud 41,089,181 875,686 2,303,623 Leland Jourdan 38,429,666 3,535,201 2,303,623 William Russell 37,566,050 4,398,817 2,303,623 PROPOSAL 2 : Advisory vote to approve named executive officer compensation: Broker For Against Abstain Non-Votes 38,421,708 817,085 2,726,074 2,303,623 PROPOSAL 3 : Ratification of appointment of PricewaterhouseCoopers LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2024: For Against Abstain 40,045,855 1,223,647 2,998,988 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorized.

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Shareholder Votes SEC 8-K Item 5.07 confidence 0.9

PROS Holdings, Inc. shareholders approved Election of three Class II directors at the 2024-05-15 meeting.

Proposal: director election
Outcome: passed
Meeting: 2024-05-15

Exact text from the filing

Below are the results of the voting on the proposals voted on at the Annual Meeting: PROPOSAL 1 : Election of three Class II directors to the Board, each for a three-year term expiring 2027: Broker Name For Withheld Non-Votes Raja Hammoud 41,089,181 875,686 2,303,623 Leland Jourdan 38,429,666 3,535,201 2,303,623 William Russell 37,566,050 4,398,817 2,303,623 PROPOSAL 2 : Advisory vote to approve named executive officer compensation: Broker For Against Abstain Non-Votes 38,421,708 817,085 2,726,074 2,303,623 PROPOSAL 3 : Ratification of appointment of PricewaterhouseCoopers LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2024: For Against Abstain 40,045,855 1,223,647 2,998,988 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the

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Shareholder Votes SEC 8-K Item 5.07 confidence 0.9

PROS Holdings, Inc. shareholders approved Ratification of appointment of PricewaterhouseCoopers LLP as independent registered public accounting firm at the 2024-05-15 meeting.

Proposal: auditor ratification
Outcome: passed
Meeting: 2024-05-15

Exact text from the filing

Ratified the appointment of PricewaterhouseCoopers LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2024

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Source: SEC EDGAR

accession 0001392972-24-000078

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