Not independent
Tenure on this board
3.0 yrs
5 nominees · 2 ballot items.
Election of five directors for one-year terms and ratification of Urish Popeck & Co., LLC as independent registered public accounting firm for fiscal year ending December 31, 2026.
Elect five directors to serve one-year terms until the 2027 annual meeting.
Ratify the appointment of Urish Popeck & Co., LLC as the Company’s independent registered public accounting firm for fiscal year ending December 31, 2026.
The proposal asks shareholders to ratify the Audit Committee’s appointment of Urish Popeck & Co., LLC as the company’s independent registered public accounting firm for fiscal year 2026. Management is seeking shareholder approval primarily as a matter of corporate governance—to obtain investor input on the selection—even though ratification is not required by the bylaws. The filing discloses that Deloitte & Touche LLP was dismissed and that Urish Popeck was engaged on September 25, 2025; prior Deloitte audits did not contain adverse opinions but included a going concern explanatory paragraph for 2024. The Audit Committee has authority to replace the auditor irrespective of ratification, and management frames the vote as symbolic but informative; if stockholders fail to ratify the selection the board and Audit Committee will consider alternatives. Because this is a routine auditor ratification, it is expected to receive broker votes and be approved by a majority of shares present and entitled to vote, and the Board recommends a vote FOR for reasons of continuity and to show shareholder support for the Audit Committee’s decision.
| # | Owner | % of shares | Shares | Value |
|---|---|---|---|---|
| 1 | GEODE CAPITAL MANAGEMENT, LLC | 0.59% | 51,725 | $59K |
| 2 | VANGUARD FIDUCIARY TRUST CO | 0.40% | 35,759 | $41K |
| 3 | VANGUARD CAPITAL MANAGEMENT LLC | 0.30% | 26,344 | $30K |
| 4 | XTX Topco Ltd | 0.25% | 21,779 | $25K |
| 5 | CITADEL ADVISORS LLC | 0.24% | 21,254 | $24K |
| 6 | TWO SIGMA SECURITIES, LLC | 0.18% | 15,704 | $18K |
| 7 | GEODE CAPITAL MANAGEMENT, LLC | 0.16% | 13,998 | $16K |
| 8 | NORTHERN TRUST CORP | 0.12% | 10,989 | $13K |
| 9 | CITIGROUP INC | 0.04% | 3,265 | $4K |
| 10 | Fortitude Family Office, LLC | 0.03% | 2,415 | $3K |
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