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Form 8-K TechTarget, Inc. For: Jun 11

June 15, 2026 5:15 PM
false0002018064TechTarget, Inc.00020180642026-06-112026-06-11

 

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 11, 2026

 

 

TECHTARGET, INC.

(Exact name of Registrant as Specified in Its Charter)

 

 

Delaware

001-42428

99-2218610

(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 Select 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 11, 2026, TechTarget, Inc. (the "Company") held its 2026 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 28, 2026 (the "Proxy Statement"). Of the 72,299,443 shares of the Company's Common Stock ("Common Stock") issued and outstanding as of the close of business on April 17, 2026, the record date for the determination of stockholders entitled to vote at the Annual Meeting, holders of 67,993,525 shares (or approximately 94%) 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 all of the director nominees named below and in the Proxy Statement to the Company’s Board of Directors for a term expiring at the Company’s 2027 annual meeting of stockholders and until such director's successor is duly elected and qualified or until such director's earlier death, resignation or removal, as set forth below:

 

Director Nominee

For

Against

Abstain

Broker Non-Votes

 

Sally Ashford

 

 

50,102,369

 

11,077,710

 

106,597

 

6,706,849

Stephen A. Carter

50,434,804

10,851,418

454

6,706,849

 

David Flaschen

 

 

57,145,104

 

4,140,412

 

1,160

 

6,706,849

M. Sean Griffey

54,720,326

6,565,190

1,160

6,706,849

 

Don Hawk

 

 

54,911,970

 

6,374,237

 

469

 

6,706,849

Patrick Martell

53,409,693

7,770,371

106,612

6,706,849

 

Gary Nugent

 

 

54,868,880

 

6,417,345

 

451

 

6,706,849

Perfecto Sanchez

54,939,002

6,344,804

2,870

6,706,849

 

Christina Van Houten

 

54,866,374

 

6,416,779

 

3,523

 

6,706,849

 

Proposal No. 2 - The Company's stockholders ratified the appointment of PricewaterhouseCoopers LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2026, as set forth below:

 

For

Against

Abstain

Broker Non-Votes

 

66,852,804

 

197,687

 

943,034

 

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 Proxy Statement, as set forth below:

 

For

Against

Abstain

Broker Non-Votes

 

59,205,814

 

1,783,709

 

297,153

 

6,706,849

 

 

 

 


 

 


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 15, 2026

By:

/s/ Charles D. Rennick

 

 

 

Vice President, General Counsel, and
Corporate Secretary

 

 

 


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