Digital Turbine DEF 14A: Executive Pay & Governance

TL;DR

DT's 14A is out - check exec comp & governance for FY24.

AI Summary

Digital Turbine, Inc. filed a DEF 14A on July 15, 2024, detailing executive compensation and corporate governance for the fiscal year ending March 31, 2024. The filing includes information on the compensation of key executives such as William G. Stone III, Barrett Garrison, Senthil Kanagaratnam, and Matthew Gillis, who were members as of May 22, 2023. It also references historical financial data for previous fiscal years, including 2021, 2022, and 2023.

Why It Matters

This filing provides transparency into how Digital Turbine compensates its top executives and outlines the company's governance structure, which can influence investor decisions.

Risk Assessment

Risk Level: medium — DEF 14A filings are routine disclosures, but they can reveal information about executive compensation and corporate governance that may impact investor sentiment and stock performance.

Key Numbers

• 2024-03-31 — Fiscal Year End (Reporting period for executive compensation and governance details.)
• 20240715 — Filing Date (Date the DEF 14A was submitted to the SEC.)

Key Players & Entities

• Digital Turbine, Inc. (company) — Filer
• William G. Stone III (person) — Executive Compensation
• Barrett Garrison (person) — Executive Compensation
• Senthil Kanagaratnam (person) — Executive Compensation
• Matthew Gillis (person) — Executive Compensation
• Mandalay Digital Group, Inc. (company) — Former Company Name
• NeuMedia, Inc. (company) — Former Company Name
• Mandalay Media, Inc. (company) — Former Company Name

FAQ

Key Financial Figures

• $10B — ntly, she led and accelerated Verizon's $10BB Business Excellence cash cost reductio

Filing Documents

• apps-20240715.htm (DEF 14A) — 992KB
• apps-20240715_g1.jpg (GRAPHIC) — 74KB
• apps-20240715_g2.jpg (GRAPHIC) — 12KB
• apps-20240715_g3.jpg (GRAPHIC) — 25KB
• apps-20240715_g4.jpg (GRAPHIC) — 46KB
• apps-20240715_g5.jpg (GRAPHIC) — 75KB
• apps-20240715_g6.jpg (GRAPHIC) — 71KB
• apps-20240715_g7.jpg (GRAPHIC) — 70KB
• apps-20240715_g8.jpg (GRAPHIC) — 507KB
• apps-20240715_g9.jpg (GRAPHIC) — 222KB
• 0001628280-24-031898.txt ( ) — 4444KB
• apps-20240715.xsd (EX-101.SCH) — 3KB
• apps-20240715_def.xml (EX-101.DEF) — 3KB
• apps-20240715_lab.xml (EX-101.LAB) — 4KB
• apps-20240715_pre.xml (EX-101.PRE) — 3KB
• apps-20240715_htm.xml (XML) — 201KB

From the Filing

apps-20240715 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) x Definitive Proxy Statement o Definitive Additional Materials o Soliciting Material under 240.14a-12 DIGITAL TURBINE, INC. (Name of registrant as specified in its Charter) (Name of person(s) filing proxy statement, if other than the registrant) Payment of Filing Fee (Check all boxes that apply): x No fee required o Fee paid previously with preliminary materials o Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11 40624818v.3 155583/00019 NOTICE OF ANNUAL MEETING OF STOCKHOLDERS TO BE HELD ON AUGUST 27, 2024 To Our Stockholders: The Annual Meeting of Stockholders (our "Annual Meeting") of Digital Turbine, Inc. (the "Company") will be held on Tuesday, August 27, 2024, at 10:00 a.m., local time, at the Company's headquarters located at 110 San Antonio Street, Suite 160, Austin, TX 78701, for the following purposes, as more fully described in the accompanying proxy statement for our Annual Meeting (the "Proxy Statement"): 1. To elect the eight director nominees named in the accompanying Proxy Statement to serve on our Board of Directors for a one-year term that expires at our 2025 annual meeting of stockholders; 2. To approve, in a non-binding advisory vote, the compensation of our named executive officers, commonly referred to as "Say-on-pay"; 3. To ratify the appointment of Grant Thornton LLP as our independent registered public accounting firm for the fiscal year ending March 31, 2025; 4. To approve an amendment to our 2020 Equity Incentive Plan to increase the number of shares of common stock authorized for issuance thereunder by 8,560,000 shares, from 12,000,0000 shares to 20,560,000 shares, and make certain other changes; and 5. To transact such other business as may properly come before the meeting and/or any adjournment or postponement thereof. Only stockholders of record at the close of business on July 3, 2024 are entitled to notice of and to vote at our Annual Meeting. A list of stockholders as of this date will be available during normal business hours for examination at our offices by any stockholder for any purpose relevant to our Annual Meeting for a period of ten days prior to the Annual Meeting. All stockholders are urged to attend our Annual Meeting in person or vote by proxy. On or about July 15, 2024, we expect to mail to our stockholders a Notice of Internet Availability of Proxy Materials (the "Notice") containing instructions on how to access the Proxy Statement and our Annual Report on Form 10-K for the fiscal year ended March 31, 2024 (the "Annual Report"). The Proxy Statement and the Annual Report can be accessed directly at the following Internet address www.ProxyVote.com . July 15, 2024 By order of the Board of Directors Austin, Texas William G. Stone III Chief Executive Officer Important Notice Regarding Availability of Proxy Materials for the 2024 Annual Meeting of Stockholders to be Held on August 27, 2024 Our Notice of Meeting, Proxy Statement, Annual Report on Form 10-K, and Proxy Card are available on the Internet at: www.ProxyVote.com YOUR VOTE IS IMPORTANT All stockholders are invited to attend the Annual Meeting. Whether or not you expect to attend the Annual Meeting, please vote over the telephone or the internet as instructed in these materials, or, if you receive a paper proxy card by mail, by completing and returning the proxy card mailed to you, as promptly as possible in order to ensure your representation at the Annual Meeting. Even if you have voted by proxy, you may still attend the Annual Meeting. Please note, however, that if your shares are held of record by a broker, bank or other nominee and you wish to vote at the Annual Meeting, you must follow the instructions from your broker, bank or other nominee. 110 San Antonio Street, Suite 160 Austin, Texas 78701 PROXY STATEMENT FOR ANNUAL MEETING OF STOCKHOLDERS TO BE HELD ON AUGUST 27, 2024 INTRODUCTION This proxy statement for our Annual Meeting (the "Proxy Statement") contains information related to the solicitation of proxies by and on behalf of the Board of Directors of Digital Turbine, Inc. (our "Board") for use in connection with our Annual Meeting of Stockholders to be held on Tuesday, August 27, 2024, beginning at 10:00 a.m., local time, at the Company's headquarters located at 110 San Antonio Street, Suite 160, Austin, Texas 78701, and at any and all adjournments or postponements thereof (our "Annual Mee

View Full Filing

View this DEF 14A filing on SEC EDGAR