01—Abstract
Summary
Summary of the 8-K filed June 20, 2025. Cited figures are marked; the original filing is the authoritative source.
On June 17, 2025, Block, Inc. (XYZ) held its 2025 annual meeting of stockholders, where holders of Class A and Class B common stock voted on five proposals.
Stockholders representing 402,392,097 Class A votes (including CDI votes) and 597,846,410 Class B votes were present in person or by proxy, together representing 86.52%a of the voting power entitled to vote, which constituted a quorum. Class B shares carry ten votes per share, and the record date was April 21, 2025. Stockholders elected three Class I directors, Jack Dorsey, Paul Deighton, and Neha Narula, to serve until the 2028 annual meeting.
They also approved, on an advisory basis, the compensation of the named executive officers, ratified Ernst & Young LLP as the independent registered public accounting firm for fiscal 2025, approved the Block, Inc. 2025 Equity Incentive Plan, and approved the Block, Inc. Amended and Restated 2015 Employee Stock Purchase Plan. The board had approved the equity incentive plan and the amended ESPP subject to stockholder approval. Summaries of both plans appear in the company's definitive proxy statement filed April 25, 2025.
The filing also states that Block has adopted a distributed work model and therefore has no formal headquarters. The address listed on the cover is its principal executive office, which SEC rules require it to identify.
02—Key points
Key Highlights
- Stockholders approved the Block, Inc. 2025 Equity Incentive Plan, with 769,264,245 votes for, 171,645,010 against, 797,587 abstaining, and 67,976,578 broker non-votes.
- Stockholders approved the Block, Inc. Amended and Restated 2015 Employee Stock Purchase Plan, with 934,471,397 votes for, 6,465,038 against, and 770,407 abstaining.
- Jack Dorsey, Paul Deighton, and Neha Narula were elected as Class I directors to serve until the 2028 annual meeting; Dorsey received 905,775,821 votes for and 35,931,021 withheld.
- Stockholders advisory vote on named executive officer compensation passed, with 917,712,092 votes for, 23,009,095 against, and 985,655 abstaining.
- Stockholders ratified Ernst & Young LLP as the independent registered public accounting firm for the fiscal year ending December 31, 2025, with 1,004,542,945 votes for and 4,009,683 against.
- Quorum was achieved with stockholders holding 86.52% of the voting power entitled to vote present at the meeting.
- Block states it has a distributed work model and no formal headquarters; the cover address is its principal executive office.
03—Questions
Frequently Asked Questions
What did stockholders approve at the June 17, 2025 annual meeting?
Stockholders elected three Class I directors, approved on an advisory basis the compensation of named executive officers, ratified Ernst & Young LLP as the auditor for fiscal 2025, and approved the Block, Inc. 2025 Equity Incentive Plan and the Block, Inc. Amended and Restated 2015 Employee Stock Purchase Plan.
How much voting power was represented at the meeting?
Stockholders representing 86.52% of the voting power of outstanding shares entitled to vote were present in person or by proxy, which constituted a quorum. This included 402,392,097 votes of Class A common stock (including CDI votes) and 597,846,410 votes of Class B common stock.
How do the voting rights of Class A and Class B shares differ?
Holders of Class A common stock were entitled to one vote per share, and holders of Class B common stock were entitled to ten votes per share, as of the April 21, 2025 record date. Class A and Class B shares voted together as a single class on all matters.
Where can investors find details of the new equity plan and ESPP?
Summaries of the 2025 Equity Incentive Plan and the Amended and Restated 2015 Employee Stock Purchase Plan are set forth in the company's definitive proxy statement filed with the SEC on April 25, 2025.
04—Continue