EXFY Expensify, Inc. - 8-K

Item 5.07 Submission of Matters to a Vote of Security Holders

On May 22, 2026, the Company held its 2026 Annual Meeting of Stockholders (the “Annual Meeting”). Set forth below are the matters acted upon at the Annual Meeting and the final voting results on each matter.

Proposal 1: Election of Directors

The Company’s stockholders elected David Barrett, Ryan Schaffer, Jason Mills, Daniel Vidal, Carlos Alvarez Divo, Timothy L. Christen, Ying (Vivian) Liu and Ellen Pao as members of the Company’s board of directors to serve until the Company’s 2027 annual meeting of stockholders and until their respective successors have been duly elected and qualified. The results of the vote were as follows:

Nominee

For

Withheld

Broker Non-Votes

David Barrett

456,161,131

23,911,792

33,914,885

Ryan Schaffer

457,329,726

22,743,197

33,914,885

Jason Mills

457,506,915

22,566,008

33,914,885

Daniel Vidal

457,544,874

22,528,049

33,914,885

Carlos Alvarez Divo

457,821,099

22,251,824

33,914,885

Timothy L. Christen

460,128,589

19,944,334

33,914,885

Ying (Vivian) Liu

463,906,730

16,166,193

33,914,885

Ellen Pao

463,909,648

16,163,275

33,914,885

Proposal 2: Ratification of Appointment of Independent Registered Public Accounting Firm

The Company’s stockholders ratified the appointment of KPMG LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026. The results of the vote were as follows:

For

Against

Abstain

Broker Non-Votes

507,688,387

79,336

6,220,085

—

Proposal 3: Advisory Vote on the Compensation of Our Named Executive Officers

The Company’s stockholders approved, on an advisory basis, the compensation paid to the Company’s named executive officers. The results of the vote were as follows:

For

Against

Abstain

Broker Non-Votes

463,816,243

10,148,633

6,108,047

33,914,885

Proposal 4: Approval and Adoption of Amendments to Our Amended and Restated Certificate of Incorporation to Effect (i) a Reverse Stock Split and (ii) a Corresponding Decrease in Authorized Shares

The Company’s stockholders approved and adopted amendments to the Company’s amended and restated certificate of incorporation to effect (i) a reverse stock split and (ii) a corresponding decrease in authorized shares. The results of the vote were as follows:

For

Against

Abstain

Broker Non-Votes

508,746,708

5,199,186

41,914

—

Based on the foregoing votes, the eight director nominees were elected and Proposals 2, 3 and 4 were approved.

No other matters were submitted for stockholder action at the Annual Meeting.