8-K
filed June 10, 2026, 4:28 PM ET
ticker USIO
CIK 0001088034
other material
confidence high
sentiment neutral
materiality 0.40
Usio amends bylaws to add stockholder advance notice provisions; annual meeting elects two directors
Usio, Inc.
- Bylaws amended to require advance notice for stockholder proposals/nominations, 90-120 days before annual meeting anniversary.
- Universal proxy rules (Rule 14a-19) incorporated; remote meetings and electronic consents now permitted.
- At June 10 annual meeting, Class III directors Ernesto R. Beyer and Bradley Rollins elected with 11.1M and 11.4M votes for.
- Advisory vote on executive compensation approved (10.2M for, 2.7M against).
- Ratification of Withum Smith+Brown as auditor for FY2026 approved (18.5M for).
Key facts
Extracted from this filing and checked against the source text.
Governance Changes
SEC 8-K Item 5.03/5.05/5.06
confidence 0.9
Usio, Inc.: Amended and restated bylaws to establish advance notice procedures for stockholder proposals and director nominations, implement universal proxy rules, permit remote stockholder meetings, and make administrative changes (effective 2026-06-10).
- Change
- bylaw amendment
- Effective
- 2026-06-10
Exact text from the filing
On June 10, 2026, the Board of Directors of Usio, Inc. (the “Company”) amended and restated the Company’s Amended and Restated Bylaws (“Bylaws”).
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
Usio, Inc. shareholders approved Election of two Class III Directors: Ernesto R. Beyer and Bradley Rollins to serve until the 2029 Annual Meeting of Stockholders or until their successor is duly elected and qualified. at the 2026-06-10 meeting.
- Proposal
- director election
- Outcome
- passed
- Meeting
- 2026-06-10
Exact text from the filing
Proposal 1A – Election of two Class III Directors: Ernesto R. Beyer and Bradley Rollins to serve until the 2029 Annual Meeting of Stockholders or until their successor is duly elected and qualified.
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
Usio, Inc. shareholders approved Advisory Vote on Executive Compensation at the 2026-06-10 meeting.
- Proposal
- say on pay
- Outcome
- passed
- Meeting
- 2026-06-10
Exact text from the filing
The votes on this proposal were as follows: FOR AGAINST ABSTAIN BROKER NON-VOTES 10,166,645 2,672,494 45,035 6,570,848
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
Usio, Inc. shareholders approved Ratification of the Appointment of Independent Registered Public Accounting Firm at the 2026-06-10 meeting.
- Proposal
- auditor ratification
- Outcome
- passed
- Meeting
- 2026-06-10
Exact text from the filing
The votes on this proposal were as follows: FOR AGAINST ABSTAIN 18,464,009 979,087 11,926
View on SEC.gov
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