Viant Technology Faces Delisting Concerns

TL;DR

Viant might get delisted, board changes happening too.

AI Summary

Viant Technology Inc. filed an 8-K on June 10, 2024, reporting a Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard. The filing also covers the departure of directors, election of directors, appointment of officers, and compensatory arrangements for certain officers, as well as the submission of matters to a vote of security holders. The specific reasons for the potential delisting or failure to meet listing standards are not detailed in this excerpt.

Why It Matters

This filing indicates potential issues with Viant Technology's continued listing on an exchange, which could significantly impact its stock value and investor confidence.

Risk Assessment

Risk Level: high — The primary risk is the potential delisting of Viant Technology's stock from its exchange, which would severely impact liquidity and investor confidence.

Key Players & Entities

• Viant Technology Inc. (company) — Registrant
• June 4, 2024 (date) — Earliest event reported
• June 10, 2024 (date) — Date of report
• Delaware (jurisdiction) — State of incorporation

FAQ

Key Financial Figures

• $0.001 — stered Class A common stock, par value $0.001 per share DSP The Nasdaq Stock Market L

Filing Documents

• dsp-20240604.htm (8-K) — 38KB
• dsp-20240604_g1.jpg (GRAPHIC) — 7KB
• 0001828791-24-000030.txt ( ) — 189KB
• dsp-20240604.xsd (EX-101.SCH) — 2KB
• dsp-20240604_lab.xml (EX-101.LAB) — 23KB
• dsp-20240604_pre.xml (EX-101.PRE) — 13KB
• dsp-20240604_htm.xml (XML) — 3KB

01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing

Item 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing. Director Resignation On June 5, 2024, Elizabeth Williams resigned from the Board of Directors ("Board") of Viant Technology Inc. (the "Company") and as a member of the Company's Audit Committee, effective immediately. Ms. Williams was recently appointed Chief Executive Officer of El Pollo Loco Holdings, Inc. Her resignation is not the result of any disagreement with the Company on any matter relating to the Company's operations, policies or practices. Nasdaq Notification Following Ms. Williams' resignation, a vacancy was created on the Company's Audit Committee, resulting in two directors serving on the Audit Committee. On June 7, 2024, the Company received a notification from The Nasdaq Stock Market LLC ("Nasdaq") regarding its non-compliance with Nasdaq Listing Rule 5605(c)(2), which requires, among other things, that the Audit Committee be comprised of a minimum of three independent directors. In accordance with Nasdaq Listing Rule 5605(c)(4)(B), the Company is entitled to a cure period to regain compliance, which cure period will expire at the earlier of its 2025 annual meeting of stockholders (which is expected to take place in June 2025) and June 5, 2025. The Company intends to appoint an additional independent director to its Board and the Audit Committee prior to the end of the cure period. Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. The disclosure under "Director Resignation" in Item 3.01 above is incorporated by reference into this Item 5.02.

07 Submission of Matters to a Vote of Security Holders

Item 5.07 Submission of Matters to a Vote of Security Holders. On June 4, 2024, Viant Technology Inc. (the "Company") held its 2024 annual meeting of stockholders (the "Annual Meeting"). As of April 11, 2024, the record date for the Annual Meeting, 16,499,599 shares of Class A common stock and 46,984,825 shares of Class B common stock (collectively, the "Common Stock") were outstanding and entitled to vote at the Annual Meeting. Holders of the Company's Class A common stock and Class B common stock were entitled to one (1) vote per share and voted together as a single class on all matters submitted to a vote of stockholders at the Annual Meeting. At the Annual Meeting, holders of approximately 91.3% of the voting power of the outstanding shares of Common Stock entitled to vote were present in person either by virtual attendance or by proxy. The following are the voting results for the proposals considered and voted upon at the meeting, each of which were described in the Company's Definitive Proxy Statement filed with the Securities and Exchange Commission (the "SEC") on March 18, 2024. Proposal One: Election of Directors The Company's stockholders elected the two persons listed below as Class III directors, to serve until the Company's 2027 annual meeting of stockholders and until their successors are duly elected and qualified, or until their earlier death, resignation or removal. The final voting results are as follows: Votes For Votes Withheld Broker Non-Votes Tim Vanderhook 50,198,724 2,416,507 5,368,874 Vivian Yang 50,392,653 2,222,578 5,368,874 Proposal Two: Ratification of the Selection of Independent Registered Public Accounting Firm The Company's stockholders ratified the selection by the Audit Committee of the Company's board of directors of Deloitte & Touche LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2024. The final voting results are as follows: Votes For Votes Against Abstentio

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 thereunto duly authorized. VIANT TECHNOLOGY INC. Date: June 10, 2024 By: /s/ Tim Vanderhook Tim Vanderhook Chief Executive Officer and Chairman (Principal Executive Officer) 3