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NYSE: ZIP ZIPRECRUITER, INC. 8-K

ZipRecruiter shareholders approve director elections and executive pay at annual meeting

Filed June 12, 2026 · Period ending June 9, 2026 · ~1 min read

3 key changes 1 section

Key Changes

  • low

    Shareholders elected Brie Carere and Mike Gupta as Class II directors for three-year terms expiring in 2029, with both receiving strong support (94% and 99% approval respectively).

  • low

    Executive compensation for fiscal 2025 received 98% shareholder approval in advisory vote, signaling satisfaction with pay practices for named executive officers.

  • low

    PricewaterhouseCoopers LLP ratified as independent auditor for 2026 with 99% shareholder support, continuing the firm's engagement.

Summary

ZipRecruiter held its 2026 Annual Meeting on June 9, where shareholders voted on routine governance matters. The meeting resulted in the election of two Class II directors to three-year terms and overwhelming approval of both the company's executive compensation practices and auditor selection. All proposals passed with strong shareholder support exceeding 94%.

For retail investors, this filing represents standard corporate housekeeping with no material business developments. The high approval rates across all votes suggest general shareholder satisfaction with board composition and executive oversight. The lack of contested elections or significant opposition indicates stable governance.

Investors should watch for the company's upcoming quarterly earnings report and any strategic updates from the newly constituted board. The next annual meeting cycle will occur in 2027, when Class III directors will be up for election.

Section-by-Section Diff

Event · Item 5.07 — Submission of Matters to a Vote of Security Holders

~400 words

ZipRecruiter held its 2026 Annual Meeting on June 9, 2026, electing two Class II directors and ratifying auditor appointment and executive compensation.

3 Added
Show 3 minor / wording changes
Added Election of Class II Directors low

Added in current filing · verify on EDGAR →

The Company’s stockholders elected Brie Carere and Mike Gupta as members of the Company’s board of directors as Class II directors for a three-year term expiring at the 2029 Annual Meeting of Stockholders and until such director’s successor is duly elected and qualified.

Shareholders elected Brie Carere and Mike Gupta as Class II directors for three-year terms expiring in 2029. Carere received 286,461,830 votes for with 17,157,831 withheld, while Gupta received 302,125,014 votes for with 1,494,647 withheld. Both directors were elected with strong shareholder support.

Added Ratification of PwC as auditor low

Added in current filing · verify on EDGAR →

The Company’s stockholders ratified the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2026.

Shareholders ratified PricewaterhouseCoopers LLP as the independent auditor for fiscal year 2026 with 316,283,008 votes for, 1,282,883 against, and 10,300 abstentions. This is a routine annual vote confirming the audit committee's selection of the external auditor.

Added Advisory vote on executive compensation low

Added in current filing · verify on EDGAR →

The Company’s stockholders approved, on an advisory, non-binding basis, the compensation of the Company’s named executive officers for the fiscal year ended December 31, 2025, as disclosed in the Company’s proxy statement for the Annual Meeting pursuant to the compensation disclosure rules of the SEC.

Shareholders approved executive compensation for fiscal 2025 on an advisory basis with 297,451,568 votes for, 6,120,626 against, and 47,467 abstentions. This non-binding say-on-pay vote received approximately 98% support, indicating shareholder satisfaction with executive pay practices.

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Figures/quotes linked to EDGAR · Narrative written by AI · Jun 14, 2026 · How we verify