--- schema_version: "secwatch.filing_event.v1" accession: "0001810019-23-000096" form_type: "8-K" ticker: "RXT" cik: "0001810019" company_name: "Rackspace Technology, Inc." filed_at: "2023-06-16T23:59:59+00:00" generated_at: "2026-06-13T23:05:26.197648+00:00" event_type: "other" sentiment: "neutral" materiality_score: 0.1 calibrated_materiality_score: 0.1 confidence: "high" source: SEC EDGAR --- # Rackspace Technology shareholders elect three Class III directors and approve say-on-pay and equity plan amendment ## Summary - David Sambur, Amar Maletira, and Shashank Samant elected as Class III directors with at least 138M votes each. - Non-binding advisory vote on executive compensation approved: 137.3M for, 30.8M against. - Amendment to 2020 Equity Incentive Plan to increase share authorization approved: 141.9M for, 26.4M against. - Ratification of PricewaterhouseCoopers as independent auditor for FY2023: 179.5M for, 169.5K against. - Quorum of 82.4% of outstanding shares represented at the meeting. ## SEC filing metadata - accession: 0001810019-23-000096 - form_type: 8-K - ticker: RXT - cik: 0001810019 - company_name: Rackspace Technology, Inc. - filed_at: 2023-06-16T23:59:59+00:00 - event_type: other - sentiment: neutral - materiality_score: 0.1 - calibrated_materiality_score: 0.1 - confidence: high - sec_items: 5.07 - EDGAR index: https://www.sec.gov/Archives/edgar/data/1810019/000181001923000096/0001810019-23-000096-index.htm - EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1810019/000181001923000096/rxt-20230616.htm ## Machine-readable alternates - HTML: https://secwatch.observer/filing/0001810019-23-000096 - JSON: https://secwatch.observer/filing/0001810019-23-000096.json - Plain text: https://secwatch.observer/filing/0001810019-23-000096.txt ## Key facts - Shareholder Votes Rackspace Technology, Inc. shareholders approved Advisory vote to approve the compensation of the Company’s named executive officers (say-on-pay). at the 2023-06-16 meeting. - Proposal: say on pay - Outcome: passed - Meeting: 2023-06-16 source text: Proposal 2. To conduct an advisory vote to approve the compensation of the Company’s named executive officers, as further described in the Proxy Statement (a "say-on-pay vote"). The Company’s stockholders approved, on a non-binding, advisory basis, the executive compensation of the Company’s named executive officers. The results of the voting were as follows: Votes For Votes Against Abstentions Broker Non-Votes 137,317,117 30,812,239 162,041 11,494,841 evidence_url: https://www.sec.gov/Archives/edgar/data/1810019/000181001923000096/0001810019-23-000096-index.htm - Shareholder Votes Rackspace Technology, Inc. shareholders approved Election of David Sambur, Amar Maletira and Shashank Samant as Class III Directors, each for a term of three years expiring at the 2026 annual meeting. at the 2023-06-16 meeting. - Proposal: director election - Outcome: passed - Meeting: 2023-06-16 source text: Proposal 1. To elect David Sambur, Amar Maletira and Shashank Samant to the Board of Directors of the Company as Class III Directors, in each case, for a term of three years expiring at the annual meeting of stockholders to be held in 2026. The Company’s stockholders duly elected David Sambur, Amar Maletira and Shashank Samant, by at least a plurality of the votes cast, to serve as Class III Directors until the 2026 annual meeting of stockholders and until his or her successor is elected and qualified, subject, however, to such director's earlier death, resignation, retirement, removal or disqualification. The results of the voting were as follows: Proposal Nominee Votes For Votes Withheld Broker Non-Votes 1a David Sambur 138,546,304 29,745,093 11,494,841 1b Amar Maletira 167,595,390 696,007 11,494,841 1c Shashank Samant 167,168,302 1,123,095 11,494,841 evidence_url: https://www.sec.gov/Archives/edgar/data/1810019/000181001923000096/0001810019-23-000096-index.htm - Shareholder Votes Rackspace Technology, Inc. shareholders approved Ratification of the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for fiscal year ending December 31, 2023. at the 2023-06-16 meeting. - Proposal: auditor ratification - Outcome: passed - Meeting: 2023-06-16 source text: Proposal 4. To ratify the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2023. The Company’s stockholders ratified the selection of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2023. The results of the voting were as follows: Votes For Votes Against Abstentions 179,501,762 169,529 114,947 evidence_url: https://www.sec.gov/Archives/edgar/data/1810019/000181001923000096/0001810019-23-000096-index.htm - Shareholder Votes Rackspace Technology, Inc. shareholders approved Approval of an amendment to the Company’s 2020 Equity Incentive Plan to increase the number of shares authorized for issuance. at the 2023-06-16 meeting. - Proposal: equity plan - Outcome: passed - Meeting: 2023-06-16 source text: Proposal 3. To approve an amendment to the Company’s 2020 Equity Incentive Plan (the "2020 Incentive Plan") to increase the number of shares of the Company’s Common Stock authorized to be issued under the plan. The Company’s stockholders voted to approve the amendment to the 2020 Incentive Plan. The results of the voting were as follows: Votes For Votes Against Abstentions Broker Non-Votes 141,896,606 26,357,358 37,433 11,494,841 evidence_url: https://www.sec.gov/Archives/edgar/data/1810019/000181001923000096/0001810019-23-000096-index.htm This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.