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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
 
 

 
FORM 8-K
 
 
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
 
Date of Report (Date of earliest event reported): June 19, 2025
 
 
hqi20230616_8kimg001.jpg
 
HIREQUEST, INC.
(Exact name of registrant as specified in its Charter)
 
         
 
         
Delaware
 
000-53088
 
91-2079472
(State or Other Jurisdiction of
Incorporation or Organization)
 
(Commission
File Number)
 
(I.R.S. Employer
Identification No.)
 
     
111 Springhall Drive, Goose Creek, SC
 
29445
(Address of Principal Executive Offices)
 
(Zip Code)
 
(843) 723-7400
(Registrants telephone number, including area code)
 
 
 
(Former name, former address and former fiscal year, if changed since last report)
 
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
 
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) 
 
Securities registered pursuant to Section 12(b) of the Act:
 
Title of Each Class
Trading Symbol(s)
Name of Each Exchange on Which Registered
Common Stock, $0.001 par value
HQI
The NASDAQ Stock Market LLC
 
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
 
Emerging growth company
 
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
 
 

 
 
 
Item 5.07         Submission of Matters to a Vote of Security Holders.
 
On June 18, 2025, HireQuest, Inc. (the “Company”) held its 2025 Annual Meeting of Stockholders (the “Annual Meeting”). At the Annual Meeting, the Company’s stockholders voted to: (i) elect each of the six nominees for director to serve until the next annual meeting of stockholders or until his or her successor is duly elected and qualified, (ii) ratify the selection of Forvis Mazars, LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2025, (iii) approve, on a non-binding advisory basis, the compensation of the Company’s named executive officers as disclosed in the proxy statement, and (iv) approve, on a non-binding advisory basis, the ONE YEAR option to determine the frequency of future advisory votes on named executive officer compensation. The number of shares of common stock outstanding and eligible to vote as of April 28, 2025, the record date for the Annual Meeting, was 14,033,051. Of these, a total of 12,772,303 shares were voted, either in person or by proxy.
 
The final voting results were as follows:
 
Proposal #1
Election of Directors
Director Nominee
For
 
 
Withheld
 
 
Broker Non-Votes
 
Richard F. Hermanns
10,701,166  
  59,811  
2,011,326  
R. Rimmy Malhotra
10,340,327  
420,650  
2,011,326  
Lawrence Hagenbuch
  9,948,950  
812,027  
2,011,326  
Kathleen Shanahan
10,262,595  
498,482  
2,011,326  
Edward Jackson
10,733,240  
  27,737  
2,011,326  
Jack A. Olmstead
10,721,309  
  39,668
2,011,326  
 
Proposal #2
 
For
 
 
Against
 
 
Abstain
 
The ratification of the selection of Forvis Mazars, LLP as the Company's independent registered public accounting firm for the year ending December 31, 2024
12,617,381  
151,208
3,714
 
Proposal #3
 
For
 
 
Against
 
 
Abstain
 
 
Broker Non-Votes
 
Non-binding advisory vote on the compensation paid to the Company's named executive officers
10,746,313
8,811  
5,853  
2,011,326  
 
 
Proposal #4
 
ONE YEAR
 
 
TWO YEARS
 
 
THREE YEARS
 
 
Abstain
 
 
Broker Non-Votes
 
Non-binding advisory vote on the frequency of future advisory votes on the compensation paid to the Company's named executive officers
10,295,333
431,618  
30,734  
3,292
2,011,326  
 
 
Item 9.01         Financial Statements and Exhibits.
 
(d)         Exhibits
 
104         Cover Page Interactive Data File (embedded within the Inline XBRL document).
 
 

 
 
 
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.
 
         
   
HIREQUEST, INC.
   
(Registrant)
     
         
     
Date: June 19, 2025
     
/s/ John McAnnar
       
John McAnnar
       
Chief Legal Officer, Vice President, and Corporate Secretary