8-K
filed May 25, 2023, 7:59 PM ET
ticker XPRO
CIK 0001575828
other
confidence high
sentiment neutral
materiality 0.15
Expro Group shareholders elect all director nominees, approve all proposals at 2023 AGM
EXPRO GROUP HOLDINGS N.V.
- All 9 director nominees elected; each received over 88M votes for.
- Say-on-pay approved with 88.5M votes for, 1.7M against.
- Deloitte Accountants B.V. and Deloitte & Touche LLP appointed as auditors for FY2023.
- Board authorized to repurchase up to 10% of issued shares at $0.01 to 105% of market price over 18 months.
- Board authorized to issue up to 20% of issued shares (including pre-emptive rights restriction) over 18 months.
Key facts
Extracted from this filing and checked against the source text.
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
EXPRO GROUP HOLDINGS N.V. shareholders approved Appointment of Deloitte Accountants B.V. as Dutch statutory auditor at the 2023-05-24 meeting.
- Outcome
- passed
- Meeting
- 2023-05-24
Exact text from the filing
Proposal 5. The proposal to appoint Deloitte Accountants B.V. as the Company’s auditor who will audit the Dutch statutory annual accounts of the Company for the fiscal year ending December 31, 2023, as required by Dutch law, was approved. The voting results were as follows: VOTES FOR VOTES AGAINST VOTES ABSTAINED BROKER NON-VOTES 92,993,244 12,294 1,714,641 —
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
EXPRO GROUP HOLDINGS N.V. shareholders approved Adoption of 2023 Employee Stock Purchase Plan at the 2023-05-24 meeting.
- Proposal
- equity plan
- Outcome
- passed
- Meeting
- 2023-05-24
Exact text from the filing
Proposal 10. The proposal to adopt the Company’s 2023 Employee Stock Purchase Plan was approved. The voting results were as follows: VOTES FOR VOTES AGAINST VOTES ABSTAINED BROKER NON-VOTES 88,933,629 39,120 1,253,893 4,493,537
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
EXPRO GROUP HOLDINGS N.V. shareholders approved Advisory vote on executive compensation at the 2023-05-24 meeting.
- Proposal
- say on pay
- Outcome
- passed
- Meeting
- 2023-05-24
Exact text from the filing
Proposal 2. The proposal by the Board seeking approval, on a non-binding advisory basis, of the compensation of the Company’s named executive officers was approved. The voting results were as follows: VOTES FOR VOTES AGAINST VOTES ABSTAINED BROKER NON-VOTES 88,529,805 1,662,490 34,347 4,493,537
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
EXPRO GROUP HOLDINGS N.V. shareholders approved Authorization to repurchase shares up to 10% of issued capital at the 2023-05-24 meeting.
- Outcome
- passed
- Meeting
- 2023-05-24
Exact text from the filing
Proposal 7. The proposal to authorize the Board to approve the repurchase of shares up to 10% of the issued share capital, for any legal purpose, through the stock exchange or in a private purchase transaction, at a price between $0.01 and 105% of the market price on the New York Stock Exchange, and during a period of 18 months starting from the date of the Annual Meeting was approved. The voting results were as follows: VOTES FOR VOTES AGAINST VOTES ABSTAINED BROKER NON-VOTES 92,449,537 1,992,682 277,960 —
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
EXPRO GROUP HOLDINGS N.V. shareholders approved Election of nine directors to serve until the 2024 annual meeting at the 2023-05-24 meeting.
- Proposal
- director election
- Outcome
- passed
- Meeting
- 2023-05-24
Exact text from the filing
Proposal 1. The directors that were nominated for election by the Company’s board of directors (the “Board”) were elected to serve until the Company’s 2024 annual meeting of shareholders or until their successors are elected and qualified or upon the earlier of their death, disability, resignation or removal. Votes regarding the election of these directors were as follows: NOMINEE VOTES FOR VOTES AGAINST VOTES ABSTAINED BROKER NON- VOTES Michael C. Kearney 88,194,622 2,031,112 908 4,493,537 Michael Jardon 88,773,974 1,449,995 2,673 4,493,537 Eitan Arbeter 88,755,216 1,395,929 75,497 4,493,537 Robert W. Drummond 88,799,052 1,400,777 26,813 4,493,537 Alan Schrager 84,430,874 5,720,432 75,336 4,493,537 Lisa L. Troe 87,870,655 2,281,457 74,530 4,493,537 Brian Truelove 88,195,304 2,003,379 27,959 4,493,537 Frances M. Vallejo 88,790,888 1,360,968 74,786 4,493,537 Eileen G. Whelley 88,557,217 1,594,506 74,919 4,493,537
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
EXPRO GROUP HOLDINGS N.V. shareholders approved Discharge of directors from liability for fiscal year 2022 at the 2023-05-24 meeting.
- Outcome
- passed
- Meeting
- 2023-05-24
Exact text from the filing
Proposal 4. The proposal to discharge the members of the Board from liability in respect of the exercise of their duties during the fiscal year ended December 31, 2022 was approved. The voting results were as follows: VOTES FOR VOTES AGAINST VOTES ABSTAINED BROKER NON-VOTES 88,861,406 1,293,589 71,647 4,493,537
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
EXPRO GROUP HOLDINGS N.V. shareholders approved Adoption of Dutch annual accounts and ratification of annual report at the 2023-05-24 meeting.
- Proposal
- auditor ratification
- Outcome
- passed
- Meeting
- 2023-05-24
Exact text from the filing
Proposal 3. The proposal to review the annual report for the fiscal year ended December 31, 2022, including the paragraph relating to corporate governance, to confirm and ratify the preparation of the Company’s Dutch statutory annual accounts and annual report of the Board in the English language and to confirm and adopt the Company’s Dutch annual accounts for the fiscal year ended December 31, 2022 was approved. The voting results were as follows: VOTES FOR VOTES AGAINST VOTES ABSTAINED BROKER NON-VOTES 92,915,388 13,072 1,791,719 —
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
EXPRO GROUP HOLDINGS N.V. shareholders approved Ratification of Deloitte & Touche LLP as independent registered public accounting firm at the 2023-05-24 meeting.
- Proposal
- auditor ratification
- Outcome
- passed
- Meeting
- 2023-05-24
Exact text from the filing
Proposal 6. The proposal to ratify the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm to audit the Company’s U.S. GAAP financial statements for the fiscal year ending December 31, 2023 was approved. The voting results were as follows: VOTES FOR VOTES AGAINST VOTES ABSTAINED BROKER NON-VOTES 92,994,072 12,694 1,713,413 —
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
EXPRO GROUP HOLDINGS N.V. shareholders approved Authorization to issue shares up to 20% of issued capital, including restriction of pre-emptive rights at the 2023-05-24 meeting.
- Outcome
- passed
- Meeting
- 2023-05-24
Exact text from the filing
Proposal 8. The proposal to authorize the Board to issue shares up to 20% of the issued share capital as of the date of the Annual Meeting, for any legal purpose, at the stock exchange or in a private purchase transaction, and during a period of 18 months starting from the date of the Annual Meeting was approved. The authorization also includes the authority to restrict or exclude pre-emptive rights upon an issue of shares. The voting results were as follows: VOTES FOR VOTES AGAINST VOTES ABSTAINED BROKER NON-VOTES 90,484,902 4,162,908 72,369 —
View on SEC.gov
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