secwatch / observer
8-K filed June 1, 2026, 4:31 PM ET ticker TDAY CIK 0001579684
other material confidence high sentiment neutral materiality 0.15

Annual meeting elects directors, ratifies auditor; four governance proposals fail to meet 80% supermajority threshold

USA TODAY Co., Inc.

Machine-readable event card

schema_version
secwatch.filing_event.v1
accession
0001579684-26-000040
form_type
8-K
ticker
TDAY
cik
0001579684
company_name
USA TODAY Co., Inc.
filed_at
2026-06-01T20:31:33+00:00
discovered_at
2026-06-01T20:35:00.243739+00:00
generated_at
2026-06-01T20:42:36.881976+00:00
sec_items
["5.07"]
event_type
other_material
sentiment
neutral
materiality_score
0.4
calibrated_materiality_score
0.15
confidence
high
secwatch_canonical_url
https://secwatch.observer/filing/0001579684-26-000040
json_url
https://secwatch.observer/filing/0001579684-26-000040.json
markdown_url
https://secwatch.observer/filing/0001579684-26-000040.md
text_url
https://secwatch.observer/filing/0001579684-26-000040.txt
edgar_index_url
https://www.sec.gov/Archives/edgar/data/1579684/000157968426000040/0001579684-26-000040-index.htm
edgar_primary_document_url
https://www.sec.gov/Archives/edgar/data/1579684/000157968426000040/tday-20260601.htm
generated_by_model
deepseek-v4-flash:cloud@v2
review_status
machine_generated
human_reviewed
false
corrected
false
correction_note
null
correction_timestamp
null
superseded_by
null

Source-grounded claims

6d9b7f0456fe1b7fb6fc479c569f4905d8a359f4

USA TODAY Co., Inc. shareholders approved Election of eight director nominees at the 2026-06-01 meeting.

Proposal 1 . The Company's stockholders elected the following eight director nominees to serve until the 2027 annual meeting of stockholders and until their respective successors are duly elected and qualified.

SEC 8-K Item 5.07 confidence 0.95 SEC evidence

80286024b9f0fcb63e72938f35c119b1335e0305

USA TODAY Co., Inc. shareholders approved Ratification of Grant Thornton LLP as independent registered public accounting firm at the 2026-06-01 meeting.

Proposal 2 . The Company's stockholders ratified the appointment of Grant Thornton LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2026.

SEC 8-K Item 5.07 confidence 0.98 SEC evidence

80cbb3f7ae538474721d9403ab534cf1a1d32ccb

USA TODAY Co., Inc. shareholders rejected Amendments to Charter and Bylaws to eliminate supermajority voting requirements for amending Bylaws at the 2026-06-01 meeting.

Proposal 5b . The Company's stockholders did not approve amendments to the Charter and Bylaws to eliminate the supermajority voting requirements applicable to the amendment of the Bylaws.

SEC 8-K Item 5.07 confidence 0.98 SEC evidence

90beadbf8eb17a3edb9d70e6963f0e7f5ff48d82

USA TODAY Co., Inc. shareholders rejected Amendments to Charter and Bylaws to eliminate supermajority voting requirements for removal and appointment of directors at the 2026-06-01 meeting.

Proposal 5c . The Company's stockholders did not approve amendments to the Charter and Bylaws to eliminate the supermajority voting requirements applicable to remove directors and to appoint directors in the event that the entire Board of Directors is removed.

SEC 8-K Item 5.07 confidence 0.98 SEC evidence

a76f24c4607cafc45f75cd3818065330fa6c9f87

USA TODAY Co., Inc. shareholders approved Advisory approval of executive compensation at the 2026-06-01 meeting.

Proposal 3 . The Company's stockholders approved, on an advisory basis, the Company's executive compensation.

SEC 8-K Item 5.07 confidence 0.98 SEC evidence

db56129a20de3ce9e7634511873bcc0015320fe1

USA TODAY Co., Inc. shareholders rejected Amendment to Charter to eliminate supermajority voting requirement for amending certain Charter provisions at the 2026-06-01 meeting.

Proposal 5a . The Company's stockholders did not approve an amendment to the Company's Amended and Restated Certificate of Incorporation, as amended (the "Charter") to eliminate the supermajority voting requirement applicable to the amendment of certain provisions of the Charter.

SEC 8-K Item 5.07 confidence 0.98 SEC evidence

f4a05c49777cd7ca76273d07230acd7d363524f9

USA TODAY Co., Inc. shareholders rejected Amendment to Bylaws to implement majority voting in uncontested director elections at the 2026-06-01 meeting.

Proposal 4 . The Company's stockholders did not approve an amendment to the Company's Amended and Restated Bylaws (the "Bylaws") to implement majority voting in uncontested director elections.

SEC 8-K Item 5.07 confidence 0.98 SEC evidence

Comparable filings

MPT

MPT shareholders elect all directors, approve say-on-pay and equity plan with notable opposition

MEDICAL PROPERTIES TRUST INC June 1, 2026, 4:55 PM ET other_material Items 5.07, 9.01

same fact type: shareholder_vote same SEC item: 5.07 same event type: other_material similar materiality

This filing

Proposal 1 . The Company's stockholders elected the following eight director nominees to serve until the 2027 annual meeting of stockholders and until their respective successors are duly elected and qualified.

Comparable filing

Proposal 2: The ratification of the appointment of PricewaterhouseCoopers LLP as the independent registered public accounting firm of the Company for the fiscal year ending December 31, 2026: For: Against: Abstensions: Broker Non-Votes: 459,883,831 6,189,396 2,613,330 —

Filing page SEC filing

VOYG

Stockholders approve redomestication from Delaware to Texas at annual meeting

Voyager Technologies, Inc./DE June 1, 2026, 4:49 PM ET other_material Items 5.07

same fact type: shareholder_vote same SEC item: 5.07 same event type: other_material similar materiality

This filing

Proposal 1 . The Company's stockholders elected the following eight director nominees to serve until the 2027 annual meeting of stockholders and until their respective successors are duly elected and qualified.

Comparable filing

The results of the vote were as follows: For Against Abstain Broker Non-Votes 98,600,810 8,426,781 98,301 13,043,864 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.

Filing page SEC filing

NSTS

NSTS Bancorp annual meeting: directors elected, auditor ratified

NSTS Bancorp, Inc. June 1, 2026, 4:16 PM ET other_material Items 5.07

same fact type: shareholder_vote same SEC item: 5.07 same event type: other_material similar materiality

This filing

Proposal 1 . The Company's stockholders elected the following eight director nominees to serve until the 2027 annual meeting of stockholders and until their respective successors are duly elected and qualified.

Comparable filing

The ratification of the appointment of Plante & Moran, PLLC as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2026: FOR AGAINST ABSTAIN BROKER NON-VOTES 3,708,805 207,145 85,662 0

Filing page SEC filing

LODE

Comstock holds AGM; all director nominees elected, auditor and equity plan approved

Comstock Inc. June 1, 2026, 4:15 PM ET other_material Items 5.07, 7.01, 9.01

same fact type: shareholder_vote same SEC item: 5.07 same event type: other_material similar materiality

This filing

Proposal 1 . The Company's stockholders elected the following eight director nominees to serve until the 2027 annual meeting of stockholders and until their respective successors are duly elected and qualified.

Comparable filing

4. Vote on Comstock Inc. 2026 Equity Incentive Plan. The stockholders approved the Comstock Inc. 2026 Equity Incentive Plan as set forth below. Voted For Voted Against Abstain Broker Non-Votes 25,069,375 1,393,479 1,194,028 21,410,649

Filing page SEC filing

CBNK

Capital Bancorp shareholders elect all director nominees, approve say-on-pay, ratify auditor

Capital Bancorp Inc June 1, 2026, 4:05 PM ET other_material Items 5.07

same fact type: shareholder_vote same SEC item: 5.07 same event type: other_material similar materiality

This filing

Proposal 1 . The Company's stockholders elected the following eight director nominees to serve until the 2027 annual meeting of stockholders and until their respective successors are duly elected and qualified.

Comparable filing

Proposal 3 – The ratification of the appointment of Elliott Davis, PLLC as the Company’s independent registered public accounting firm for fiscal year ending December 31, 2026. FOR AGAINST ABSTAIN BROKER NON-VOTES 13,466,844 198,796 9,223 0

Filing page SEC filing

ACDC

ProFrac shareholders elect all six director nominees, approve say-on-pay

ProFrac Holding Corp. June 1, 2026, 4:02 PM ET other_material Items 5.07

same fact type: shareholder_vote same SEC item: 5.07 same event type: other_material similar materiality

This filing

Proposal 1 . The Company's stockholders elected the following eight director nominees to serve until the 2027 annual meeting of stockholders and until their respective successors are duly elected and qualified.

Comparable filing

All six (6) director nominees were elected as follows: Proposal No. 1 Nominees for Directors Votes For Withheld Broker Non-Votes Matthew D. Wilks 150,395,384 7,495,618 16,152,235 Theresa Glebocki 148,851,274 9,039,728 16,152,235 Gerald Haddock 148,865,425 9,025,577 16,152,235 Sergei Krylov 150,473,923 7,417,079 16,152,235 Stacy Nieuwoudt 148,880,788 9,010,214 16,152,235 Matthew Rinaldi 150,594,220 7,296,782 16,152,235

Filing page SEC filing

MCHB

Mechanics Bancorp shareholders elect 8 directors, approve say-on-pay and auditor at 2026 meeting

Mechanics Bancorp June 1, 2026, 4:02 PM ET other_material Items 5.07

same fact type: shareholder_vote same SEC item: 5.07 same event type: other_material similar materiality

This filing

Proposal 1 . The Company's stockholders elected the following eight director nominees to serve until the 2027 annual meeting of stockholders and until their respective successors are duly elected and qualified.

Comparable filing

Proposal 1. Election of the eight director nominees: The Company’s directors were each elected by a majority of the votes cast. Accordingly, the following eight director nominees were elected, each for a term of one year expiring at the Company’s 2027 Annual Meeting of Shareholders: Nominee For Against Abstentions Broker Non-Votes Carl B. Webb 193,604,620 3,540,075 5,441 2,638,329 E. Michael Downer 197,024,341 120,066 5,029 2,638,329 Patricia Cochran 196,726,712 417,859 5,565 2,638,329 Adrienne Y. Crowe 195,662,831 1,481,444 5,861 2,638,329 Douglas Downer 197,036,529 107,895 5,712 2,638,329 Nancy D. Pellegrino 196,888,040 257,085 5,011 2,638,329 Kenneth D. Russell 195,865,339 1,280,041 4,756 2,638,329 Jon R. Wilcox 196,937,400 205,432 7,304 2,638,329

Filing page SEC filing

HNVR

Shareholders elect three directors, approve equity plan, ratify auditor at annual meeting

Hanover Bancorp, Inc. /MD June 1, 2026, 4:00 PM ET other_material Items 5.02, 5.07

same fact type: shareholder_vote same SEC item: 5.07 same event type: other_material similar materiality

This filing

Proposal 1 . The Company's stockholders elected the following eight director nominees to serve until the 2027 annual meeting of stockholders and until their respective successors are duly elected and qualified.

Comparable filing

2. The Hanover Bancorp, Inc. 2026 Equity Incentive Plan was approved by the shareholders by the following vote: ​ FOR AGAINST ABSTAIN 4,755,228 27,522 43,684 ​ ​ There were 903,723 broker non-votes on the proposal.

Filing page SEC filing

Source: SEC EDGAR
accession 0001579684-26-000040

This headline and bullets were generated automatically by deepseek-v4-flash:cloud@v2 from the public filing. Read the source on SEC.gov before relying on any specific claim. Not investment advice. See methodology for how this pipeline works.