Stem, Inc. Reports Director Change and New Equity Plan

TL;DR

STEM board shakeup & new stock plan approved by shareholders.

AI Summary

On May 29, 2024, Stem, Inc. filed an 8-K to report on the departure of director Robert T. "Bob" Smith and the election of new director, Dr. Jonathan D. "Jon" Weisberg. The company also announced a new equity incentive plan, the 2024 Equity Incentive Plan, which was approved by shareholders.

Why It Matters

Changes in board composition and the introduction of new equity incentive plans can signal shifts in company strategy and future compensation, potentially impacting shareholder value.

Risk Assessment

Risk Level: medium — Director changes and new equity plans can introduce uncertainty or signal strategic shifts that may affect the company's future performance.

Key Players & Entities

• Stem, Inc. (company) — Registrant
• Robert T. "Bob" Smith (person) — Departing Director
• Dr. Jonathan D. "Jon" Weisberg (person) — Newly Elected Director
• 2024 Equity Incentive Plan (company) — New Equity Plan

FAQ

Key Financial Figures

• $0.0001 — ch registered Common stock, par value $0.0001 STEM New York Stock Exchange Indicate

Filing Documents

• stem-20240529.htm (8-K) — 50KB
• 0001758766-24-000108.txt ( ) — 176KB
• stem-20240529.xsd (EX-101.SCH) — 2KB
• stem-20240529_lab.xml (EX-101.LAB) — 22KB
• stem-20240529_pre.xml (EX-101.PRE) — 13KB
• stem-20240529_htm.xml (XML) — 3KB

07. Submission of Matters to a Vote of Security Holders

Item 5.07. Submission of Matters to a Vote of Security Holders. Stem, Inc. (the "Company") held its 2024 Annual Meeting of Stockholders on May 29, 2024 (the "2024 Annual Meeting"), at which the Company's stockholders voted on the following matters, which are described in detail in the Company's definitive proxy statement filed with the SEC on April 19, 2024 (the "Proxy Statement"): Proposal 1: to elect the three Class III director nominees named in the Proxy Statement, to serve until the 2027 Annual Meeting of Stockholders and until their respective successors are duly elected and qualified; Proposal 2: to approve the Stem, Inc. 2024 Equity Incentive Plan (the "2024 Plan"); Proposal 3: to approve, on an advisory basis, the compensation of the Company's named executive officers; Proposal 4: to ratify the selection of Deloitte & Touche LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2024; and Proposal 5: to approve an amendment and restatement of the Company's Certificate of Incorporation to provide for officer exculpation. At the 2024 Annual Meeting, a total of 102,232,824 shares of the Company's common stock entitled to vote, or approximately 63% of the total shares entitled to vote, were present or represented by proxy. Proposal 1 – Election of Directors. All of the Class III director nominees were elected to serve until the 2027 Annual Meeting of Stockholders and until their respective successors are duly elected and qualified, namely: Name Votes For Votes Withheld Broker Non-Votes David Buzby 40,147,506 22,258,892 39,826,426 John Carrington 43,845,671 19,198,361 39,188,792 Michael C. Morgan 43,673,022 19,371,010 39,188,792 Proposal 2 – Approval of the Stem, Inc. 2024 Equity Incentive Plan. Stockholders approved the 2024 Plan by the following votes: Votes For Votes Against Abstentions Broker Non-Votes 36,468,082 21,371,988 5,250,909 39,141,845 Proposal 3 – Advisory Appr

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. STEM, INC. Date: May 29, 2024 By: /s/ Saul R. Laureles Name: Saul R. Laureles Title: Chief Legal Officer and Corporate Secretary _____________________________________________________________________________________________ 5

View Full Filing

View this 8-K filing on SEC EDGAR