false 0001434621 0001434621 2025-06-11 2025-06-11 iso4217:USD xbrli:shares iso4217:USD xbrli:shares

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 13, 2025 (June 11, 2025)

 

LendingTree, Inc.

(Exact name of registrant as specified in charter)

 

Delaware   001-34063   26-2414818
(State or other jurisdiction   (Commission   (IRS Employer
of incorporation)   File Number)  

Identification No.)

 

 

1415 Vantage Park Dr., Suite 700, Charlotte, NC 28203
(Address of principal executive offices) (Zip Code)

 

Registrant’s telephone number, including area code: (704) 541-5351

 

Not Applicable

(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
Common Stock, $0.01 par value per share   TREE   The Nasdaq Stock Market LLC

 

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 11, 2025, LendingTree, Inc. (the “Company”) held its 2025 Annual Meeting of Stockholders (the “Annual Meeting”). The holders of an aggregate of 13,535,034 shares of the Company’s common stock were entitled to vote at the Annual Meeting and a total of 11,424,776 shares of the Company’s common stock, constituting a quorum, were represented at the Annual Meeting in person or by proxy. The Company’s stockholders considered and voted on the three proposals set forth below, each of which is described in detail in the Company’s 2025 definitive proxy statement filed with the Securities and Exchange Commission on April 25, 2025.

 

The following are the voting results of each matter submitted for stockholder vote at the Annual Meeting.

 

Proposal 1. Election of Directors

 

At the Annual Meeting, the following nine nominees for election to the Company’s board of directors were elected, each for a one-year term or until their successor has been duly elected and qualified, or until such director’s earlier resignation, removal or death:

 

  For Against Abstain

Broker

Non-Votes

Gabriel Dalporto 7,122,064 67,642 8,059 4,227,011
Thomas M. Davidson, Jr. 6,802,171 387,780 7,814 4,227,011
Mark Ernst 7,121,962 67,759 8,044 4,227,011
Robin Henderson 7,056,081 126,638 15,046 4,227,011
Douglas Lebda 7,082,466 108,552 6,747 4,227,011
Steven Ozonian 6,993,398 196,321 8,046 4,227,011
Diego Rodriguez 7,122,064 67,657 8,044 4,227,011
Saras Sarasvathy 7,056,432 126,194 15,139 4,227,011
G. Kennedy Thompson 7,116,580 73,038 8,147 4,227,011

 

Proposal 2. Advisory (Non-Binding) Vote to Approve Executive Compensation

 

At the Annual Meeting, stockholders approved, on an advisory basis, the Company’s executive compensation. The result of the votes to approve the executive compensation was as follows:

 

For   Against   Abstain Broker Non-Votes
7,008,404   180,720   8,641 4,227,011

 

Proposal 3. Ratification of Independent Registered Public Accounting Firm

 

At the Annual Meeting, stockholders approved the ratification of the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the 2025 fiscal year. The result of the votes to approve the ratification of the appointment of PricewaterhouseCoopers LLP was as follows:

 

For   Against   Abstain
11,277,192   78,916   68,668

 

 

 

 2 
 

 

SIGNATURE

 

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.

 

Date: June 13, 2025  
  LENDINGTREE, INC.
   
  By: /s/ Heather Enlow-Novitsky
    Heather Enlow-Novitsky
    Corporate Secretary

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 3 

 

 


ATTACHMENTS / EXHIBITS

ATTACHMENTS / EXHIBITS

XBRL SCHEMA FILE

XBRL LABEL FILE

XBRL PRESENTATION FILE

IDEA: R1.htm

IDEA: FilingSummary.xml

IDEA: MetaLinks.json

IDEA: lending_8k_htm.xml