false0001293282TechTarget Inc00012932822024-06-042024-06-04

 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): June 04, 2024

 

 

TECHTARGET, INC.

(Exact name of Registrant as Specified in Its Charter)

 

 

Delaware

1-33472

04-3483216

(State or Other Jurisdiction
of Incorporation)

(Commission File Number)

(IRS Employer
Identification No.)

 

 

 

 

 

275 Grove Street

 

Newton, Massachusetts

 

02466

(Address of Principal Executive Offices)

 

(Zip Code)

 

Registrant’s Telephone Number, Including Area Code: (617) 431-9200

 

 

(Former Name or Former Address, if Changed Since Last Report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:


Title of each class

 

Trading
Symbol(s)

 


Name of each exchange on which registered

Common Stock, $0.001 Par Value

 

TTGT

 

Nasdaq Global Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 

Item 5.07 Submission of Matters to a Vote of Security Holders.

On June 4, 2024, TechTarget, Inc. held its 2024 Annual Meeting of Stockholders (“Annual Meeting”). At the Annual Meeting, the Company’s stockholders voted on three proposals, each of which is further described in the Company’s definitive Proxy Statement on Schedule 14A filed with the Securities and Exchange Commission on April 17, 2024. Of the 28,548,634 shares of the Company’s Common Stock issued and outstanding as of the close of business on April 10, 2024, the record date for the determination of stockholders entitled to vote at the Annual Meeting, 27,766,723 shares (or approximately 97%) of Common Stock were present or represented by proxy at the Annual Meeting. Below are the voting results for the proposals submitted to the Company’s stockholders for a vote at the Annual Meeting.

 

Proposal No. 1 - The Company’s stockholders elected the two Class II Director Nominees named below and in our Proxy Statement to the Board of Directors for a three-year term from the date of his or her election and until such Director’s successor is elected or until such Director’s earlier death, disability, resignation or removal, as set forth below:

 

 

 

 

 

 

 

 

 

Class II Director Nominees

For

Against

Abstain

Broker Non-Votes

Robert D. Burke

17,856,996

 

7,381,348

 

4,687

 

2,523,692

 

 

 

 

 

 

 

Bruce Levenson

15,045,821

 

10,192,515

 

4,695

 

2,523,692

Proposal No. 2 - The Company’s stockholders ratified the appointment of Stowe & Degon, LLC as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2024, as set forth below:

 

 

 

 

 

 

 

For

Against

Abstain

 Broker Non-Votes

27,750,659

 

12,678

 

3,386

 

0

Proposal No. 3 - The Company’s stockholders approved, on an advisory (non-binding) basis, the resolution to approve the compensation of our named executive officers as described in the Company’s Proxy Statement, as set forth below:

 

 

 

 

 

 

 

 For

Against

Abstain

 Broker Non-Votes

13,283,451

 

11,904,222

 

55,358

 

2,523,692

 

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.

 

 

 

TechTarget, Inc.

 

 

 

 

Date:

June 7, 2024

By:

/s/ Charles D. Rennick

 

 

 

Charles D. Rennick
Vice President, General Counsel, and Corporate Secretary

 

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Document And Entity Information
Jun. 04, 2024
Cover [Abstract]  
Document Type 8-K
Amendment Flag false
Document Period End Date Jun. 04, 2024
Entity Registrant Name TechTarget Inc
Entity Central Index Key 0001293282
Entity Emerging Growth Company false
Entity File Number 1-33472
Entity Incorporation, State or Country Code DE
Entity Tax Identification Number 04-3483216
Entity Address, Address Line One 275 Grove Street
Entity Address, City or Town Newton
Entity Address, State or Province MA
Entity Address, Postal Zip Code 02466
City Area Code (617)
Local Phone Number 431-9200
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Soliciting Material false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Title of 12(b) Security Common Stock, $0.001 Par Value
Trading Symbol TTGT
Security Exchange Name NASDAQ
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