EXP World Holdings Inc
For the period ended May 13, 2024. Filed Mar 27, 2024.
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What shareholders are asked to vote on at a company's meeting. It is where to find what directors and top executives are paid, and who owns the most shares.
May 13, 2024 · Filed Mar 27, 2024
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 14A
PROXY STATEMENT PURSUANT TO SECTION 14(A) OF
THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. )
Filed by the Registrant**[X]Filed by a Party other than the Registrant[ ]**
Check the appropriate box:
| [ ] | Preliminary Proxy Statement |
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| [ ] | Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) |
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| [X] | Definitive Proxy Statement |
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| [ ] | Definitive Additional Materials |
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| [ ] | Soliciting Material under §240.14a-12 |
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eXp World Holdings, Inc.
(Name of Registrant as Specified in Its Charter)
(Name of Person(s) Filing Proxy Statement, if other than the Registrant)
Payment of Filing Fee (Check all boxes that apply):
| [X] | No fee required. |
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| [ ] | Fee paid previously with preliminary materials. |
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| [ ] | Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a6(i)(1) and 0-11. |
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March 27, 2024
To the stockholders of eXp World Holdings, Inc.:
It is my pleasure to invite you to attend the Annual Meeting of Stockholders of eXp World Holdings, Inc. (the “Company”) to be held on Monday, May 13, 2024, at 12:00 p.m. Eastern Time virtually athttps://virtualshareholdermeeting.com/EXPI2024 (the “Annual Meeting”). You will be able to vote your shares during the meeting by logging intohttps://virtualshareholdermeeting.com/EXPI2024and entering the control number included on your proxy card. To submit questions in advance of the Annual Meeting, visit proxyvote.com before 11:59 P.M. Eastern Time on May 12, 2024, and enter your control number.
The Notice of Meeting, Proxy Statement, and Annual Report on Form 10-K are available free of charge athttps://expworldholdings.com/financials/. Your vote is important to us. Even if you plan on attending the Annual Meeting, we encourage you to vote your shares in advance to ensure that your vote will be represented at the Annual Meeting. To vote in advance online, visit proxyvote.com and enter the control number included in your Notice of Internet Availability of Proxy Materials, or, if you requested printed copies of the proxy materials, you may vote by phone or by mail. For more detailed information, see the section entitled “Questions and Answers about the Annual Meeting” beginning on page 3 of the Proxy Statement.
Thank you for your support, and we look forward to joining you at the Annual Meeting.
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| | Sincerely, |
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| | /s/ Glenn Sanford |
| | Glenn Sanford |
| | Chief Executive Officer |
Notice of Annual Meeting of Stockholders
| Annual Meeting of Stockholders | ||
|---|---|---|
| Time and Date | 12:00 p.m., Eastern Time, on May 13, 2024 | |
| Virtual Meeting Site | | https://virtualshareholdermeeting.com/EXPI2024 |
| Record Date | | March 15, 2024 |
| Voting | | Stockholders will be entitled to one vote for each share of common stock they hold of record as of the record date on each matter submitted for a vote of stockholders at the Annual Meeting. |
| Shares Entitled to Vote | | 151,954,073 votes, based on 181,781,769 shares of common stock outstanding as of the record date, of which 29,827,696 shares are held as treasury stock. |
Annual Meeting Agenda
| Proposal | | BoardRecommendation |
|---|---|---|
| 1. Election of six directors | | FOR each nominee |
| 2. Ratification of appointment of independent auditor for 2024 | | FOR |
| 3. Approval, by a non-binding, advisory vote, of the 2023 compensation of our named executive officers | | FOR |
| 4. Approval of our 2024 Equity Incentive Plan | | FOR |
How to Cast Your Vote
You can vote by any of the following methods:
| Until 11:59 p.m. ET on May 12, 2024 | At the Annual Meeting on May 13, 2024 | |
|---|---|---|
| Internet: From any web-enabled device: proxyvote.comMail: Completed, signed and returned proxy card | | Internet: From any web-enabled device: https://virtualshareholdermeeting.com/EXPI2024 |
Voting Standards
For Proposal 1, a nominee for director will be elected to the Board by the affirmative vote of a majority of shares voting in the election. For Proposals 2, 3, and 4, the affirmative vote of a majority of the shares voting on the matter is required to approve the proposal. Proposal 3 is an advisory vote and not binding on us, but the Board will consider the outcome of the vote on that proposal when considering future named executive officer compensation decisions.
Abstentions and Broker Non-Votes
Abstentions and broker non-votes are counted for purposes of determining whether a quorum is present. Abstentions are not counted as votes cast on any proposal considered at the Annual Meeting and, therefore, will have no effect on the proposals regarding the election of directors in Proposal 1, the ratification of the appointment of our independent registered public accounting firm for 2023 in Proposal 2, the advisory vote on the compensation of our named executive officers in Proposal 3, or the approval of the Company’s 2024 Equity Incentive Plan in Proposal 4. Broker non-votes occur when a person holding shares in “street name,” such as through a brokerage firm, does not provide instructions as to how to vote those shares and the broker does not then vote those shares on the stockholder’s behalf. Broker non-votes are not counted as votes cast or entitled to be cast on any proposal considered at the Annual Meeting and, therefore, will have no effect on the proposals regarding the election of directors in Proposal 1, the advisory vote on the compensation of our named executive officers in Proposal 3, or the approval of the 2024 Equity Incentive Plan in Proposal 4. We expect no broker non-votes on the ratification of the appointment of our independent registered public accounting firm for 2023 in Proposal 2.
Attending the Annual Meeting and Directions to the Annual Meeting
The Annual Meeting of Stockholders of eXp World Holdings, Inc. will be held on Monday, May 13, 2024, at 12:00 p.m., Eastern Time. Our Board has determined to host a virtual meeting athttps://virtualshareholdermeeting.com/EXPI2024. Only stockholders as of the record date on March 15, 2024 are entitled to notice of and to vote at the Annual Meeting. For those planning to attend the Annual Meeting, please refer to the instructions below in order to access the virtual stockholder meeting.
If you were a stockholder as of March 15, 2024, the record date for our Annual Meeting, you may vote during the Annual Meeting by visitinghttps://virtualshareholdermeeting.com/EXPI2024and entering the control number found on your proxy card, voter instruction form, or notice.
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.