UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
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Item 5.07. Submission of Matters to a Vote of Security Holders.
On June 23, 2022, Skillsoft Corp., a Delaware Corporation (the “Company”), held its 2022 Annual Meeting of Stockholders (the “Annual Meeting”). The following matters were voted upon at the Annual Meeting: (1) election of Class I Directors to hold office until the 2025 Annual Meeting of Stockholders or until their successors have been elected and qualified, and (2) ratification of the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for its fiscal year ending January 31, 2023. Each of the proposals is described in greater detail in the definitive proxy statement filed by the Company with the Securities and Exchange Commission on May 2, 2022. All matters voted on at the Annual Meeting were approved.
There were 163,226,112 shares of Class A common stock, par value $0.0001 per share, of the Company (“Common Stock”), issued and outstanding on April 25, 2022, the record date (the “Record Date”) for the Annual Meeting. At the Annual Meeting, there were 125,589,829 shares present either by proxy or at the meeting, representing approximately 76.94% of the total outstanding shares of Common Stock as of the Record Date, which constituted a quorum. A summary of the voting results for each proposal is set forth below.
Proposal No. 1 – Election of Class I Directors
Name | Votes For | Withheld | Broker Non- | % of | ||||
Ronald W. Hovsepian | 102,833,317 | 15,841,110 | 6,915,402 | 86.65% | ||||
Peter Schmitt | 112,082,652 | 6,591,775 | 6,915,402 | 94.45% | ||||
Jeffrey R. Tarr | 112,341,106 | 6,333,321 | 6,915,402 | 94.66% | ||||
Proposal No. 2 – Ratification of Appointment of Independent Registered Public Accounting Firm
Votes For | Votes Against | Abstentions | Broker Non-Votes | % of Votes Cast For |
125,383,971 | 65,317 | 140,541 | 140,541 | 99.84% |
SIGNATURE
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.
Dated: June 24, 2022
SKILLSOFT CORP. | ||
By: | /s/ Sarah Kinnick Hilty | |
Sarah Kinnick Hilty | ||