Teladoc Health Inc. filed SEC Form 8-K: Submission of Matters to a Vote of Security Holders
$TDOC
Medical/Nursing Services
Health Care
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
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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 21, 2026
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(Exact name of registrant as specified in its charter)
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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:
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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).
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Item 5.07 Submission of Matters to a Vote of Security Holders.
The 2026 Annual Meeting of Stockholders (the “Annual Meeting”) of Teladoc Health, Inc. (the “Company”) was held on May 21, 2026. The Company previously filed with the Securities and Exchange Commission a definitive proxy statement and related materials pertaining to the Annual Meeting, which describe in detail each of the three proposals submitted to stockholders at the Annual Meeting. The final results for the votes regarding each proposal are set forth below.
Proposal 1 — Election of Directors
The stockholders of the Company elected each of the following director nominees proposed by the Company’s Board of Directors to serve until the 2027 Annual Meeting of Stockholders of the Company and until their respective successors have been duly elected and qualified. The voting results for each director nominee are set forth below.
Name | For | Against | Abstentions | Broker Non-Votes | ||||||||||||||||||||||
Charles Divita, III | 76,534,562 | 4,688,083 | 62,996 | 43,207,208 | ||||||||||||||||||||||
Sandra L. Fenwick | 74,876,294 | 5,374,184 | 1,035,163 | 43,207,208 | ||||||||||||||||||||||
Catherine A. Jacobson | 73,823,862 | 6,428,082 | 1,033,697 | 43,207,208 | ||||||||||||||||||||||
Kenneth H. Paulus | 74,670,036 | 6,524,629 | 90,976 | 43,207,208 | ||||||||||||||||||||||
Susan R. Salka | 76,279,272 | 4,840,123 | 166,246 | 43,207,208 | ||||||||||||||||||||||
David L. Shedlarz | 74,640,078 | 5,608,770 | 1,036,793 | 43,207,208 | ||||||||||||||||||||||
Mark Douglas Smith, M.D., MBA | 78,213,920 | 2,011,677 | 1,060,044 | 43,207,208 | ||||||||||||||||||||||
Michael S. Smith | 76,313,738 | 4,883,881 | 88,022 | 43,207,208 | ||||||||||||||||||||||
David B. Snow, Jr. | 67,368,308 | 12,899,237 | 1,018,096 | 43,207,208 | ||||||||||||||||||||||
Proposal 2 — Advisory Vote Approving the Compensation of the Company’s Named Executive Officers
The stockholders of the Company approved, on an advisory basis, the compensation paid to the Company’s named executive officers. The voting results are set forth below.
For | Against | Abstentions | Broker Non-Votes | |||||||||||||||||
71,154,268 | 8,973,257 | 1,158,116 | 43,207,208 | |||||||||||||||||
Proposal 3 — Ratifying the Appointment of the Independent Registered Public Accounting Firm
The stockholders of the Company ratified the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026. The voting results are set forth below.
For | Against | Abstentions | Broker Non-Votes | |||||||||||||||||
122,580,992 | 1,195,800 | 716,057 | N/A | |||||||||||||||||
SIGNATURE
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.
Date: May 21, 2026
Teladoc Health, Inc. | |||||
By: | /s/ Adam C. Vandervoort | ||||
Name: | Adam C. Vandervoort | ||||
Title: | Chief Legal Officer and Secretary | ||||