Harte Hanks shareholders approve board nominees, executive pay

Published 23/05/2025, 17:36
Harte Hanks shareholders approve board nominees, executive pay

In a recent SEC filing, Harte Hanks Inc (NASDAQ:HHS)., a company specializing in direct mail advertising services with a market capitalization of $33.6 million, reported the results of its 2025 Annual Meeting of Stockholders held on Thursday. According to InvestingPro data, the company faces financial challenges with a weak health score, though its liquid assets currently exceed short-term obligations. The filing detailed the election of board members, executive compensation approval, and the ratification of the company’s independent auditor.

During the meeting, shareholders elected four nominees to the company’s board of directors. Each director will serve until the 2026 annual meeting or until their successors are elected and qualified. The elected directors are Genni Combes, John H. Griffin, Jr., Bradley Radoff, and Elizabeth Ross. The votes for each nominee were overwhelmingly in favor, with a small percentage of votes withheld and some broker non-votes. The board faces significant challenges, as InvestingPro analysis shows the company reported a negative EBITDA of $28.35 million in the last twelve months, with revenue declining by 4.46%.

Additionally, the compensation package for the company’s named executive officers received approval on an advisory basis. The majority of votes were cast in favor of the executive compensation, with a minimal number against and a few abstentions. This non-binding vote suggests shareholder satisfaction with the company’s executive pay structure, despite the company’s current unprofitable status with a diluted EPS of -$4.17. Analysts, however, predict a return to profitability this year, with an EPS forecast of $1.12 for fiscal year 2025.

The stockholders also ratified the selection of Wolf & Company P.C. as the independent registered public accounting firm for Harte Hanks for the fiscal year ending December 31, 2025. The decision was met with substantial support, with very few votes against or abstained.

The SEC filing did not include any forward-looking statements or marketing commentary. It strictly presented the decisions made by the shareholders at the annual meeting. The filing also included the signature of David Garrison, Chief Financial Officer of Harte Hanks, certifying the report on behalf of the registrant.

The information in this article is based on the 8-K filing made by Harte Hanks with the Securities and Exchange Commission.

In other recent news, Harte Hanks, Inc. has announced a cooperation agreement with major shareholders Gary S. Rosenbach and Susan Rosenbach. This agreement, effective as of a recent Wednesday, includes several standstill provisions. The Rosenbachs, who own approximately 2,118,635 shares of Harte Hanks’ common stock, have agreed to restrictions such as not engaging in proxy solicitation and not acquiring additional shares. Additionally, the agreement contains mutual non-disparagement clauses and requires the Rosenbachs to vote their shares in line with the Board’s recommendations at shareholder meetings until the 2026 annual meeting, with specific exceptions for extraordinary transactions. This agreement will remain in effect until their ownership falls below 10% of the company’s issued and outstanding common stock. The details of this agreement are available in the company’s SEC filing. This move by Harte Hanks reflects a proactive approach to shareholder engagement and corporate governance.

This article was generated with the support of AI and reviewed by an editor. For more information see our T&C.

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