PROS Holdings, Inc. Files 8-K on Shareholder Vote Matters

Pros Holdings, Inc. 8-K Filing Summary
FieldDetail
CompanyPros Holdings, Inc.
Form Type8-K
Filed DateDec 5, 2025
Risk Levellow
Pages3
Reading Time3 min
Key Dollar Amounts$0.001
Sentimentneutral

Sentiment: neutral

Topics: corporate-governance, shareholder-vote, 8-k

TL;DR

PROS Holdings, Inc. filed an 8-K for shareholder vote matters. Standard governance.

AI Summary

On December 4, 2025, PROS Holdings, Inc. filed an 8-K report to announce the submission of matters to a vote of its security holders. The filing details the company's corporate actions and governance procedures related to shareholder decisions. This report is a standard procedural filing for companies holding shareholder votes.

Why It Matters

This filing indicates that PROS Holdings, Inc. is engaging in corporate governance processes that require shareholder approval, which is a standard but important aspect of public company operations.

Risk Assessment

Risk Level: low — This is a routine procedural filing related to shareholder votes and does not indicate any new financial or operational risks.

Key Players & Entities

  • PROS Holdings, Inc. (company) — Registrant
  • December 4, 2025 (date) — Date of earliest event reported
  • Delaware (jurisdiction) — State of Incorporation
  • 76-0168604 (id) — IRS Employer Identification No.
  • 3200 Kirby Drive, Suite 600 Houston TX 77098 (address) — Principal Executive Offices
  • (713) 335-5151 (phone) — Registrant's telephone number

FAQ

What is the primary purpose of this 8-K filing?

The primary purpose of this 8-K filing is to report the submission of matters to a vote of PROS Holdings, Inc.'s security holders.

What is the date of the earliest event reported in this filing?

The date of the earliest event reported is December 4, 2025.

In which state was PROS Holdings, Inc. incorporated?

PROS Holdings, Inc. was incorporated in Delaware.

What is the principal executive office address for PROS Holdings, Inc.?

The principal executive office address is 3200 Kirby Drive, Suite 600, Houston, TX 77098.

What is the IRS Employer Identification Number for PROS Holdings, Inc.?

The IRS Employer Identification Number for PROS Holdings, Inc. is 76-0168604.

Filing Stats: 816 words · 3 min read · ~3 pages · Grade level 12 · Accepted 2025-12-04 19:24:51

Key Financial Figures

  • $0.001 — hange on which registered Common stock $0.001 par value per share PRO New York Stock

Filing Documents

07. Submission of Matters to a Vote of Security Holders

Item 5.07. Submission of Matters to a Vote of Security Holders. On December 4, 2025, PROS Holdings, Inc., a Delaware corporation (the " Company ") held a special meeting of stockholders virtually via live webcast (the " Special Meeting "). As of the close of business on October 27, 2025, the record date for the Special Meeting, there were 48,297,780 shares of the Company's common stock, par value $0.001 per share (" Common Stock "), outstanding and entitled to vote at the Special Meeting. A total of 32,845,275 sh ares of Common Stock were present or represented by proxy, representing 68% of the votes entitled to be cast at the Special Meeting, which constituted a quorum to conduct business at the Special Meeting. At the Special Meeting, holders of Common Stock voted on three proposals, as described in further detail in the Company's definitive proxy statement on Schedule 14A filed with the U.S. Securities and Exchange Commission on November 3, 2025. At the Special Meeting, the Company's stockholders were asked to consider and vote on the following matters: Proposal No. 1 (the " Merger Proposal ") was to consider and vote on the proposal to approve the Agreement and Plan of Merger, dated as of September 22, 2025, by and among the Company, Project Portofino Parent LLC, a Delaware limited liability company (" Parent "), and Project Portofino Merger Sub, Inc., a Delaware corporation and wholly owned direct subsidiary of Parent (" Merger Sub "), to effect the merger of Merger Sub with and into the Company, with the Company surviving such merger as a wholly owned subsidiary of Parent (the " Merger "). Proposal No. 2 (the " Compensation Proposal ") was to consider and vote on the proposal to approve, by non-binding, advisory vote, the compensation that will or may be paid or become payable to the Company's named executive officers that is based on or otherwise relates to the Merger. Proposal No. 3 (the " Adjournment Proposal ") was to consider and vote on the p

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. PROS HOLDINGS, INC. December 4, 2025 /s/ Damian W. Olthoff Damian W. Olthoff General Counsel and Secretary

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