---
schema_version: "secwatch.filing_event.v1"
accession: "0001437749-23-025495"
form_type: "8-K"
ticker: "TCX"
cik: "0000909494"
company_name: "TUCOWS INC /PA/"
filed_at: "2023-09-08T23:59:59+00:00"
generated_at: "2026-06-10T22:28:40.219850+00:00"
event_type: "other_material"
sentiment: "neutral"
materiality_score: 0.15
calibrated_materiality_score: 0.15
confidence: "high"
source: SEC EDGAR
---

# Tucows annual meeting results: all directors elected, say-on-pay approved, auditor ratified

## Summary
- All 8 director nominees elected with majority support; broker non-votes of 540,419.
- Non-binding say-on-pay vote on NEO compensation approved: 6,352,685 for, 529,865 against.
- Shareholders recommended 3-year frequency for future say-on-pay votes (4,337,851 for 3 years).
- Ratification of Deloitte LLP as independent auditors for FY2023 approved: 7,423,746 for, 10,415 against.

## SEC filing metadata
- accession: 0001437749-23-025495
- form_type: 8-K
- ticker: TCX
- cik: 0000909494
- company_name: TUCOWS INC /PA/
- filed_at: 2023-09-08T23:59:59+00:00
- event_type: other_material
- sentiment: neutral
- materiality_score: 0.15
- calibrated_materiality_score: 0.15
- confidence: high
- sec_items: 5.07
- EDGAR index: https://www.sec.gov/Archives/edgar/data/909494/000143774923025495/0001437749-23-025495-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/909494/000143774923025495/tcx20230823_8k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001437749-23-025495
- JSON: https://secwatch.observer/filing/0001437749-23-025495.json
- Plain text: https://secwatch.observer/filing/0001437749-23-025495.txt

## Key facts
- Shareholder Votes
  TUCOWS INC /PA/ shareholders approved Election of Directors at the 2023-09-07 meeting.
  - Proposal: director election
  - Outcome: passed
  - Meeting: 2023-09-07
  source text: 1. Election of Directors The Company’s shareholders voted upon and elected the following nominees to serve on the Company’s Board of Directors for a term of one year expiring at the 2023 Annual Meeting of Shareholders.
  evidence_url: https://www.sec.gov/Archives/edgar/data/909494/000143774923025495/0001437749-23-025495-index.htm
- Shareholder Votes
  TUCOWS INC /PA/ shareholders approved Non-Binding Advisory Vote on the Frequency of Non-Binding Advisory Votes on the Compensation of Named Executive Officers at the 2023-09-07 meeting.
  - Proposal: say on pay frequency
  - Outcome: passed
  - Meeting: 2023-09-07
  source text: 3. Non-Binding Advisory Vote on the Frequency of Non-Binding Advisory Votes on the Compensation of Named Executive Officers The Company’s shareholders voted upon and recommended, on a non-binding advisory basis, that a shareholder non-binding advisory vote on the compensation of the Company’s named Executive Officers should occur every three years.
  evidence_url: https://www.sec.gov/Archives/edgar/data/909494/000143774923025495/0001437749-23-025495-index.htm
- Shareholder Votes
  TUCOWS INC /PA/ shareholders approved Ratification of Appointment of Independent Auditors at the 2023-09-07 meeting.
  - Proposal: auditor ratification
  - Outcome: passed
  - Meeting: 2023-09-07
  source text: 4. Ratification of Appointment of Independent Auditors The Company’s shareholders voted upon and ratified the appointment of Deloitte LLP as the independent auditors of the Company and its subsidiaries for the fiscal year ending December 31, 2023
  evidence_url: https://www.sec.gov/Archives/edgar/data/909494/000143774923025495/0001437749-23-025495-index.htm
- Shareholder Votes
  TUCOWS INC /PA/ shareholders approved Non-Binding Advisory Vote on the Compensation of Named Executive Officers at the 2023-09-07 meeting.
  - Proposal: say on pay
  - Outcome: passed
  - Meeting: 2023-09-07
  source text: 2. Non-Binding Advisory Vote on the Compensation of Named Executive Officers The Company’s shareholders voted upon and approved, on a non-binding basis, the compensation of the Company’s named Executive Officers as disclosed in the Proxy Statement
  evidence_url: https://www.sec.gov/Archives/edgar/data/909494/000143774923025495/0001437749-23-025495-index.htm

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