UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 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 21, 2023

EVERCOMMERCE INC.
(Exact name of registrant as specified in its charter)

Delaware
001-40575
81-4063428
(State or other jurisdiction of incorporation or organization)
(Commission File Number)
(I.R.S. Employer Identification No.)

3601 Walnut Street, Suite 400
Denver, Colorado 80205
(Address of principal executive offices) (Zip Code)

(720) 647-4948
(Registrant’s telephone number, include area code)
 
N/A
(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:

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
Symbols
 
Name of each exchange on which
registered
Common Stock, $0.00001 par value per share  
EVCM
 
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 21, 2023, Evercommerce Inc. (the “Company”) held its 2023 Annual Meeting of Stockholders (the “Annual Meeting”). A total of 126,086,997 shares of common stock were present in person or represented by proxy at the meeting, representing approximately 66.9% percent of the Company’s outstanding common stock as of the April 25, 2023 record date. The following are the voting results for the proposals considered and voted upon at the meeting, each of which were described in the Company’s Definitive Proxy Statement filed with the Securities and Exchange Commission on April 28, 2023.
 
Item 1 — Election of three Class II Directors to serve until the 2026 Annual Meeting of Stockholders, and until their respective successors have been duly elected and qualified.

NOMINEE
 
Votes FOR
 
Votes
WITHHELD
 
Broker Non-Votes
John Rudella
 
121,476,568
 
693,662
 
3,916,767
Kimberly Ellison-Taylor
 
121,465,929
 
704,301
 
3,916,767
Mark Hastings
 
119,882,241
 
2,287,989
 
3,916,767
 
Item 2 — Ratification of the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2023.

Votes FOR
 
Votes AGAINST
 
Votes ABSTAINED
 
Broker Non-Votes
126,038,956
 
45,293
 
2,748
 
0

Based on the foregoing votes, John Rudella, Kimberly Ellison-Taylor and Mark Hastings were elected as Class II Directors and Item 2 was approved.


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.

 
EVERCOMMERCE INC.
     
Date: June 23, 2023
By:
/s/ Lisa Storey
   
Lisa Storey
   
General Counsel