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): May 21, 2026

 

 

Emerald Holding, Inc.

(Exact name of Registrant as Specified in Its Charter)

 

 

Delaware			001-38076	42-1775077
(State or Other Jurisdiction of Incorporation)			(Commission File Number)	(IRS Employer Identification No.)
100 Broadway, 14th Floor
New York, New York				10005
(Address of Principal Executive Offices)				(Zip Code)

 

Registrant’s Telephone Number, Including Area Code: (949) 226-5700

 

(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:

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, par value $0.01 per share		EEX		New York Stock Exchange

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 May 21, 2026, Emerald Holding, Inc. (the “Company”) held the Annual Meeting of Stockholders (the “Annual Meeting”), at which a quorum was present in person or by proxy.

At the Annual Meeting, holders as of the record date of March 27, 2026 (the “Record Date”) of the Company’s common stock, par value $0.01 per share (the “Common Stock”), outstanding on the date of the Annual Meeting voted upon and approved:

As of the Record Date, there were 197,909,233 shares of Common Stock outstanding. At the Annual Meeting, holders of a total of approximately 194,222,722 shares of Common Stock were present in person or represented by proxy, representing a quorum. The results of the votes cast at the Annual Meeting are set forth below:

Proposal One: Re-Election of Class III Directors

Nominees		For				Withheld				Broker Non-Votes
Michael Alicea			188,985,694				984,809				4,252,219
David Levin			189,840,037				130,466				4,252,219
Emmanuelle Skala			186,817,301				3,153,202				4,252,219

Proposal Two: Ratification of the selection of PricewaterhouseCoopers LLP as the Company’s Independent Registered Public Accounting Firm for the Current Fiscal Year

For			194,198,308
Against			3,635
Abstain			20,779
Broker Non-Votes			—

Proposal Three: Non-Binding Advisory Vote to Approve the Compensation of our Named Executive Officers

For			189,521,520
Against			437,532
Abstain			11,451
Broker Non-Votes			4,252,219

Proposal Four: Non-Binding Advisory Vote to Approve the Frequency of Future Advisory Votes on Executive Compensation

Three Years			184,796,707
Two Years			8,322
One Year			5,154,137
Abstain			11,337
Broker Non-Votes			4,252,219

Item 9.01 Financial Statements and Exhibits.

Exhibit No.	Description
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.

			EMERALD HOLDING, INC.
Date:	May 26, 2026	By:	/s/ David Doft
			Name: David Doft Title: Chief Financial Officer