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Washington, D.C. 20549





Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 

Date of Report (Date of earliest event reported): December 13, 2022



(Exact name of registrant as specified in its charter)


Delaware   001-40159   81-0710819

(State or other jurisdiction

of incorporation)


(Commission File Number)


(IRS Employer

Identification No.)


8950 E. Lowry Boulevard

Denver, CO

(Address of principal executive offices)



(Zip Code)


(844) 803-8745 

(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:


¨ 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


Name of each exchange on which

Common Stock, $0.001 par value INNV

The Nasdaq Stock Market LLC

(Nasdaq Global Select Market)


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 x


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 December 13, 2022, InnovAge Holding Corp. (the “Company”) held its 2022 Annual Meeting of Stockholders (the “Annual Meeting”). At the close of business on October 21, 2022, the record date of the Annual Meeting, the Company had 135,570,078 shares of common stock outstanding. The holders of 133,493,682 shares of the Company’s common stock were present at the Annual Meeting, either in person or by proxy, which constituted a quorum for the purpose of conducting business at the Annual Meeting.


Set forth below are the final voting results for each proposal submitted to a vote of the stockholders at the Annual Meeting.


Proposal No. 1: Election of directors.


The Company’s stockholders elected the following nominees for director to serve as Class II directors for a term expiring at the Company’s annual meeting of stockholders to be held in 2025 and until their successors are duly elected and qualified.


Nominee  For   Withheld   Broker Non-
James Carlson   132,367,221    122,997    1,003,464 
Caroline Dechert   129,962,113    2,528,105    1,003,464 
Pavithra Mahesh   129,963,115    2,527,103    1,003,464 
Richard Zoretic   130,374,421    2,115,797    1,003,464 


Proposal No. 2: Proposal to ratify the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the fiscal year ending June 30, 2023.


The appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the fiscal year ending June 30, 2023 was ratified.


For   Against   Abstentions 
 133,418,044    75,313    325 







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: December 13, 2022 By: /s/ Barbara Gutierrez
  Name: Barbara Gutierrez
  Title: Chief Financial Officer