Filing Analysis
Definitive Healthcare Corp. reported the results of its 2026 Annual Meeting of Stockholders held on June 4, 2026. Shareholders approved the election of Class II directors, the ratification of Deloitte & Touche LLP as auditors, and an increase in the 2021 Equity Incentive Plan share pool.
📋 Key Facts
- Election of Chris Egan, Sastry Chilukuri, and Samuel A. Hamood as Class II directors for three-year terms expiring in 2029.
- Ratification of Deloitte & Touche LLP as the independent auditor for fiscal year 2026.
- Approval to increase the 2021 Equity Incentive Plan share pool by 15,000,000 shares, raising the total from 30,972,789 to 45,972,789.
- Approval of executive compensation on a non-binding, advisory basis.
- Record date for voting was April 13, 2026, with 105,456,979 Class A and 38,225,333 Class B shares outstanding.
Definitive Healthcare Corp. announced its financial results for the first quarter ended March 31, 2026. The results were disclosed via a press release furnished as Exhibit 99.1.
📋 Key Facts
- The filing reports financial results for the fiscal quarter ended March 31, 2026.
- The press release was issued and the 8-K was filed on May 7, 2026.
- The report was signed by Casey Heller, Chief Financial Officer.
- The information was furnished under Item 2.02 and is not deemed 'filed' for purposes of Section 18 of the Exchange Act.
Definitive Healthcare Corp. terminated its Nominating Agreement with Spectrum (SE VII DHC AIV, L.P.) following the resignation of Spectrum's board designee. The agreement previously granted Spectrum the right to nominate a director as long as it maintained at least a 5% ownership stake.
🚩 Red Flags
- The termination of the agreement and the resignation of the designee suggest that a major institutional shareholder (Spectrum) may have reduced its ownership stake below the 5% threshold or is exiting its position.
📋 Key Facts
- The Nominating Agreement was originally dated September 17, 2021.
- Spectrum's board designee, Jeff Haywood, resigned from the board of directors on March 30, 2026.
- The Company and Spectrum entered into a termination agreement on April 3, 2026, permanently ending the Nominating Agreement.
- The right to nominate a director was contingent on Spectrum and its affiliates beneficially owning at least 5% of the total shares outstanding.
Jeff Haywood resigned from the Board of Directors and the Human Capital Management and Compensation Committee of Definitive Healthcare Corp. effective March 30, 2026. The resignation was not due to any disagreements, and the board size was subsequently reduced from nine to eight members.
📋 Key Facts
- Jeff Haywood resigned from the Board of Directors and the Human Capital Management and Compensation Committee on March 30, 2026.
- The resignation was effective immediately.
- The company stated there were no disagreements regarding operations, policies, or practices.
- The Board size was reduced from 9 to 8 members.
- The Compensation Committee size was reduced from 3 to 2 members.
Definitive Healthcare Corp. announced its financial results for the fourth quarter and fiscal year ended December 31, 2025. The results were disclosed via a press release furnished as an exhibit to the filing.
📋 Key Facts
- Reporting period: Fourth quarter and fiscal year ended December 31, 2025
- Filing date: February 26, 2026
- Information furnished under Item 2.02 (Results of Operations and Financial Condition)
- The press release is included as Exhibit 99.1