--- schema_version: "secwatch.filing_event.v1" accession: "0001806201-26-000044" form_type: "8-K" ticker: "LPRO" cik: "0001806201" company_name: "Open Lending Corp" filed_at: "2026-06-04T21:24:48+00:00" generated_at: "2026-06-04T21:26:18.315691+00:00" event_type: "other_material" sentiment: "neutral" materiality_score: 0.5 calibrated_materiality_score: 0.5 confidence: "high" source: SEC EDGAR --- # Open Lending stockholders approve reverse stock split and board declassification at annual meeting ## Summary - Reverse stock split approved (ratio range 1:5 to 1:7); board to set exact ratio; 96.8M for, 5.2M against. - Two Class III directors elected: Jessica Buss (59.7M for, 20.5M withhold) and William Dabbs Cavin (78.3M for, 1.9M withhold). - Ratification of Ernst & Young as auditor for FY 2026 approved: 102.2M for, 95K against. - Non-binding advisory vote on executive compensation approved: 54.2M for, 25.7M against. - Stockholder proposal to declassify the board approved: 63.3M for, 16.8M against. ## SEC filing metadata - accession: 0001806201-26-000044 - form_type: 8-K - ticker: LPRO - cik: 0001806201 - company_name: Open Lending Corp - filed_at: 2026-06-04T21:24:48+00:00 - event_type: other_material - sentiment: neutral - materiality_score: 0.5 - calibrated_materiality_score: 0.5 - confidence: high - sec_items: 5.07 - EDGAR index: https://www.sec.gov/Archives/edgar/data/1806201/000180620126000044/0001806201-26-000044-index.htm - EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1806201/000180620126000044/lpro-20260603.htm ## Machine-readable alternates - HTML: https://secwatch.observer/filing/0001806201-26-000044 - JSON: https://secwatch.observer/filing/0001806201-26-000044.json - Plain text: https://secwatch.observer/filing/0001806201-26-000044.txt ## Key facts - Shareholder Votes Open Lending Corp shareholders approved Stockholder Proposal Regarding the Declassification of the Company’s Board of Directors at the 2026-06-03 meeting. - Outcome: passed - Meeting: 2026-06-03 source text: Proposal 4 - Stockholder Proposal Regarding the Declassification of the Company’s Board of Directors The stockholders approved the stockholder proposal regarding the declassification of the Company’s board of directors. evidence_url: https://www.sec.gov/Archives/edgar/data/1806201/000180620126000044/0001806201-26-000044-index.htm - Shareholder Votes Open Lending Corp shareholders approved Ratification of the Appointment of Ernst & Young LLP as the Company’s Independent Registered Public Accounting Firm at the 2026-06-03 meeting. - Proposal: auditor ratification - Outcome: passed - Meeting: 2026-06-03 source text: Proposal 2 - Ratification of the Appointment of Ernst & Young LLP as the Company’s Independent Registered Public Accounting Firm The stockholders ratified the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026. evidence_url: https://www.sec.gov/Archives/edgar/data/1806201/000180620126000044/0001806201-26-000044-index.htm - Shareholder Votes Open Lending Corp shareholders approved Nonbinding Advisory Vote Approving the Compensation of the Company’s Named Executive Officers at the 2026-06-03 meeting. - Proposal: say on pay - Outcome: passed - Meeting: 2026-06-03 source text: Proposal 3 - Nonbinding Advisory Vote Approving the Compensation of the Company’s Named Executive Officers The stockholders approved the compensation of the Company’s named executive officers. evidence_url: https://www.sec.gov/Archives/edgar/data/1806201/000180620126000044/0001806201-26-000044-index.htm - Shareholder Votes Open Lending Corp shareholders approved Election of Two Class III Director Nominees at the 2026-06-03 meeting. - Proposal: director election - Outcome: passed - Meeting: 2026-06-03 source text: Proposal 1 - Election of Two Class III Director Nominees The stockholders elected each of the two persons named below to serve as Class III members of the Company’s board of directors, to serve until the Company’s 2029 Annual Meeting of Stockholders and until his or her successor is duly elected and qualified. evidence_url: https://www.sec.gov/Archives/edgar/data/1806201/000180620126000044/0001806201-26-000044-index.htm - Shareholder Votes Open Lending Corp shareholders approved Reverse Stock Split Proposal - Amendment to Certificate of Incorporation to effect a reverse stock split at a ratio in the range from 1-for-5 to 1-for-7 at the 2026-06-03 meeting. - Proposal: reverse split - Outcome: passed - Meeting: 2026-06-03 source text: Proposal 5 - Reverse Stock Split Proposal The stockholders approved an amendment to the Company’s Amended and Restated Certificate of Incorporation to effect a reverse stock split of the Company’s shares of common stock at a ratio in the range from 1-for-5 to 1-for-7, and a proportionate decrease to the number of authorized shares of the Company’s common stock, with the exact ratio to be set within such range at the discretion of the Company’s board of directors without further action by the Company’s stockholders. evidence_url: https://www.sec.gov/Archives/edgar/data/1806201/000180620126000044/0001806201-26-000044-index.htm This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.