Hudson Global shareholders approve merger-related share issuance and board elections

Hudson (NYSE:HUD) Global, Inc. (NASDAQ:HSON) announced Thursday that its shareholders approved several key proposals at the company’s Annual Meeting, including the issuance of common stock in connection with its planned acquisition of Star Equity Holdings, Inc. The information is based on a press release statement and a filing with the U.S. Securities and Exchange Commission.

Shareholders authorized Hudson Global to issue shares representing more than 5% of its outstanding common stock, to be distributed to Star Equity stockholders under the terms of the previously announced merger agreement. The merger is scheduled to become effective at 12:01 a.m. Eastern time on Friday, with Star Equity Holdings, Inc. becoming a wholly owned subsidiary of Hudson Global and renamed Star Operating Companies, Inc. With a current ratio of 3.04, Hudson Global maintains strong liquidity to support this transition. InvestingPro analysis indicates the stock is currently trading below its Fair Value, suggesting potential upside opportunity. For deeper insights into Hudson Global’s financial health and growth prospects, subscribers can access the comprehensive Pro Research Report, one of 1,400+ available on InvestingPro.

The meeting also included the election of four directors—Jeffrey E. Eberwein, Mimi K. Drake, Connia M. Nelson, and Robert G. Pearse—to serve until the 2026 annual meeting. Voting results showed each director received over 2.1 million votes in favor, with approximately 354,000 to 400,000 votes withheld per nominee and 114,644 broker non-votes.

Shareholders approved, on a non-binding advisory basis, the compensation of Hudson’s named executive officers, with 2,017,132 votes in favor, 452,428 against, and 51,129 abstentions. The appointment of Wolf & Company, P.C. as the company’s independent auditor for the fiscal year ending December 31, 2025, was ratified with 2,588,018 votes in favor.

An amendment to Hudson’s equity compensation plan was also approved, increasing the number of shares of common stock issuable under the plan by 400,000 and permitting the issuance of up to 175,000 shares of preferred stock. This proposal received 1,885,387 votes in favor and 634,130 against.

The proposal to adjourn the meeting was not voted on, as sufficient votes were obtained for the other measures.

As of July 14, 2025, there were 2,755,335 shares of Hudson common stock outstanding and entitled to vote. A total of 2,635,333 shares were represented at the meeting, constituting a quorum.

Jeffrey Eberwein, Hudson’s CEO and a 10% shareholder, is also a director and substantial shareholder of Star Equity Holdings, Inc.

In other recent news, Hudson Global Inc. reported its Q2 2025 earnings, revealing a miss in earnings per share (EPS) but a slight beat on revenue. The company’s EPS was $0.12, below the forecasted $0.17, representing a 29.41% negative surprise. However, the revenue was $35.5 million, surpassing expectations of $34.38 million by 3.26%. Additionally, Hudson Global announced that its CEO, Jeffrey Eberwein, would receive half of his base salary in equity grants. These grants will be equivalent in value to the cash salary forgone at the time of the grant. The company also disclosed that Mr. Eberwein plans to purchase shares of Hudson Global’s common stock, either in the open market or through a 10b5-1 trading plan. These purchases will adhere to Hudson Global’s internal policies and applicable securities regulations.

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