false0001826889Beachbody Company, Inc.00018268892025-06-042025-06-04

 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): June 04, 2025

 

 

The Beachbody Company, Inc.

(Exact name of Registrant as Specified in Its Charter)

 

 

Delaware

001-39735

85-3222090

(State or Other Jurisdiction
of Incorporation)

(Commission File Number)

(IRS Employer
Identification No.)

 

 

 

 

 

400 Continental Blvd

Suite 400

 

El Segundo, California

 

90245

(Address of Principal Executive Offices)

 

(Zip Code)

 

Registrant’s Telephone Number, Including Area Code: (310) 883-9000

 

N/A

(Former Name or Former Address, if Changed Since Last Report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:


Title of each class

 

Trading
Symbol(s)

 


Name of each exchange on which registered

Class A Common Stock, par value $0.0001 per share

 

BODI

 

The New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

 


Item 5.07 Submission of Matters to a Vote of Security Holders.

On June 4, 2025, The Beachbody Company, Inc. (the “Company”) held its 2025 annual meeting of stockholders (the “2025 Annual Meeting”). The following is a brief description of each matter voted upon at the 2025 Annual Meeting and the number of votes cast for, withheld or against, the number of abstentions and the number of broker non-votes with respect to each matter, as applicable.

 

1.Election of nine nominees to serve on the Board of Directors for a one-year term to expire at the Company’s 2026 annual meeting of stockholders. The following nine directors were elected by the votes indicated.

 

For

Withheld

Broker Non-Votes

Mary Conlin

27,898,651

280,145

1,511,082

Carl Daikeler

27,911,651

267,145

1,511,082

Kristin Frank

27,871,447

307,349

1,511,082

Mark Goldston

27,936,091

242,705

1,511,082

Michael Heller

27,811,847

366,949

1,511,082

Ann Lundy

27,989,565

189,231

1,511,082

Kevin Mayer

27,991,526

187,270

1,511,082

John Salter

27,916,474

262,322

1,511,082

Ben Van de Bunt

27,841,528

337,268

1,511,082

 

2.The ratification of the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2025. The selection was ratified by the votes indicated.

For

Against

Abstain

Broker Non-Votes

29,642,112

23,191

24,575

 

3.The advisory approval of the Company’s executive compensation. The advisory approval was obtained by the votes indicated.

For

Against

Abstain

Broker Non-Votes

27,714,835

323,314

140,647

1,511,082

 


SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

 

 

The Beachbody Company, Inc.

 

 

 

 

Date:

June 6, 2025

By:

/s/ Jonathan Gelfand

 

 

 

Jonathan Gelfand
Executive Vice President, Business & Legal
Affairs, Corporate Secretary

 



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