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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): May 26, 2021

_________________

RED VIOLET, INC.

(Exact name of Registrant as specified in its charter)

_________________

Delaware

(State or other jurisdiction of incorporation or organization)

 

001-38407

(Commission

File Number)

 

82-2408531

(I.R.S. Employer
Identification Number)

 

2650 North Military Trail, Suite 300, Boca Raton, FL 33431
(Address of principal executive offices)(Zip Code)

561-757-4000
(Registrant’s telephone number, including area code)

Not Applicable
(Former name or former address, 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 per share

RDVT

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 5.07Submission of Matters to a Vote of Security Holders.

On May 26, 2021, Red Violet, Inc. (the “Company”) held its Annual Meeting for 2021.  At the Annual Meeting, the total number of shares represented in person or by proxy was 9,610,853 of the 12,208,077 shares of Common Stock outstanding and entitled to vote at the Annual Meeting as of the record date, April 13, 2021. The following matters were voted upon at the Annual Meeting:

1.Election of Directors.  The following named persons were elected as Directors of the Company to serve until the next Annual Meeting of Stockholders in 2022 or until their successors are elected and qualified. The votes cast were as follows:

Director Nominee

 

For

 

 

Vote Withheld

 

 

Broker Non-Vote

 

Derek Dubner

 

 

8,093,053

 

 

 

104,497

 

 

 

1,413,303

 

Peter Benz

 

 

8,077,349

 

 

 

120,201

 

 

 

1,413,303

 

Steven Rubin

 

 

5,888,407

 

 

 

2,309,143

 

 

 

1,413,303

 

Robert Swayman

 

 

8,077,301

 

 

 

120,249

 

 

 

1,413,303

 

2.Ratification of Independent Public Accounting Firm for 2021.  The stockholders voted to ratify the appointment of Grant Thornton, LLP as the independent registered public accounting firm for the Company for the year ending December 31, 2021. The stockholder vote was as follows:

For

 

 

Against

 

 

Abstain

 

 

Broker Non-Vote

 

9,606,623

 

 

 

3,314

 

 

 

916

 

 

0

 

 

 

 

3.Say on Pay.  The stockholders voted to approve, on an advisory basis, the compensation of the Company’s named executive officers for 2020, as described in the proxy statement for the Annual Meeting in accordance with Regulation S-K, Item 402. The stockholder vote was as follows:

For

 

 

Against

 

 

Abstain

 

 

Broker Non-Vote

 

 

6,487,806

 

 

 

22,224

 

 

 

1,687,520

 

 

 

1,413,303

 

Item 9.01 Financial Statements and Exhibits

(d) Exhibits.

104Cover page Interactive Data File (embedded within the inline XBRL file).


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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.

 

 

 

 

 

 

 

 

 

 

 

 

Red Violet, Inc.

 

 

 

Date: May 27, 2021

 

By:

 

/s/ Derek Dubner

 

 

 

 

Derek Dubner

 

 

 

 

Chief Executive Officer (Principal Executive Officer)

 

 

 

 

 

 

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