Angi Inc. Files 8-K on Shareholder Votes

TL;DR

Angi Inc. (ANGI) filed an 8-K on Feb 5th regarding shareholder votes. Standard corporate update.

AI Summary

Angi Inc. filed an 8-K on February 6, 2025, reporting on matters submitted to a vote of security holders as of February 5, 2025. The filing details the company's corporate structure and previous name changes, including its former names ANGI Homeservices Inc. and Halo TopCo, Inc. The report is filed under the 1934 Securities Exchange Act.

Why It Matters

This filing provides an update on corporate governance matters, specifically votes by Angi Inc. shareholders, which can impact company direction and investor confidence.

Risk Assessment

Risk Level: low — This is a routine corporate filing detailing past events and corporate information, not indicating new financial risks or significant operational changes.

Key Players & Entities

• Angi Inc. (company) — Registrant
• ANGI Homeservices Inc. (company) — Former company name
• Halo TopCo, Inc. (company) — Former company name
• February 5, 2025 (date) — Date of earliest event reported
• February 6, 2025 (date) — Filing date

FAQ

Key Financial Figures

• $0.001 — tered Class A Common Stock, par value $0.001 ANGI The Nasdaq Stock Market LLC (N

Filing Documents

• tm255176d2_8k.htm (8-K) — 26KB
• 0001104659-25-009803.txt ( ) — 196KB
• angi-20250205.xsd (EX-101.SCH) — 3KB
• angi-20250205_lab.xml (EX-101.LAB) — 33KB
• angi-20250205_pre.xml (EX-101.PRE) — 22KB
• tm255176d2_8k_htm.xml (XML) — 4KB

07. Submission of Matters to a Vote

Item 5.07. Submission of Matters to a Vote of Security Holders. On February 5, 2025, IAC Group, LLC, a wholly owned subsidiary of IAC Inc. ("IAC"), as the holder of an aggregate of 2,588,180 shares of Class A common stock ("Class A Common Stock") of Angi Inc. (the "Company") and 417,010,647 shares of Class B common stock ("Class B Common Stock") of the Company, representing approximately 98.3% of the total voting power of the stockholders of the Company entitled to vote, voting as a single class, executed a written consent in lieu of a meeting (the "Written Consent"), pursuant to which it approved and adopted certain amendments (the "Amendments") to the Company's amended and restated certificate of incorporation. The Written Consent will be effective at the close of business on February 14, 2025 (the "Record Date"), the record date for determining the stockholders of the Company entitled to vote on the Amendments. No further approval of the stockholders of the Company is required to approve and adopt the Amendments. The Amendments are not immediately effective, and will not become effective when the Written Consent becomes effective. Instead, the Amendments will only become effective at a later time and subject to certain contingencies as described below. The Amendments: a) provide for the board of directors of the Company to be classified until the Company's 2032 annual meeting of stockholders; b) provide that the Company's stockholders must take action at a meeting and may not act by written consent in lieu of a meeting; c) opt in to the Delaware statutory provision (Section 203 of the General Corporation Law of the State of Delaware (the "DGCL")) relating to limitations on business combinations with interested stockholders (the Amendments in (a)-(c), together, the "Distribution Amendments"); and d) provide for a reverse stock split (the "Reverse Stock Split") of the shares of outstanding Class A Common Stock and Class B Common Stock at a ratio of one-f

SIGNATURES

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. ANGI INC. By: /s/ Shannon M. Shaw Name: Shannon M. Shaw Title: Chief Legal Officer Date: February 5, 2025

View Full Filing

View this 8-K filing on SEC EDGAR