8-K
false 0001759509 0001759509 2020-06-19 2020-06-19

 

 

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 19, 2020

 

Lyft, Inc.

(Exact name of registrant as specified in its charter)

 

Delaware

  

001-38846

  

20-8809830

(State or other jurisdiction

of incorporation)

  

(Commission

File Number)

  

(IRS Employer

Identification No.)

185 Berry Street, Suite 5000

San Francisco, California 94107

(Address of principal executive offices, including zip code)

(844) 250-2773

(Registrant’s telephone number, including area code)

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

  

Name of each exchange

on which registered

Class A Common Stock, par value of
$0.00001 per share

  

LYFT

  

Nasdaq Global Select Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2). 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 19, 2020, Lyft, Inc. (the “Company”) held its annual meeting of stockholders (the “Meeting”). The stockholders of the Company voted on the following four proposals at the Meeting, each of which is more fully described in the Company’s definitive proxy statement filed with the Securities and Exchange Commission on April 27, 2020:

  1. To elect two Class I directors to serve until the 2023 annual meeting of stockholders and until their successors are duly elected and qualified;

  2. To ratify the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the Company’s fiscal year ending December 31, 2020;

  3. To approve, on an advisory basis, the compensation of the Company’s named executive officers; and

  4. To approve, on an advisory basis, the frequency of future stockholder advisory votes on the compensation of the Company’s named executive officers.

1. Election of Directors

Nominee

 

For

   

Withheld

   

Broker Non-Votes

 

Logan Green

   

361,866,472

     

19,275,470

     

45,950,524

 

Ann Miura-Ko

   

351,910,063

     

29,231,879

     

45,950,524

 

Based on the votes set forth above, each director nominee was duly elected to serve until the 2023 annual meeting of stockholders and until his or her successor is duly elected and qualified.

2. Ratification of Appointment of Independent Registered Public Accounting Firm

For

 

Against

 

Abstain

 

Broker Non-Votes

423,443,840

 

706,811

 

2,941,815

 

—  

Based on the votes set forth above, the stockholders ratified the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2020.

3. Advisory Vote on Compensation of Named Executive Officers

For

 

Against

 

Abstain

 

Broker Non-Votes

376,496,615

 

1,533,286

 

3,112,041

 

45,950,524

Based on the votes set forth above, the stockholders approved, on an advisory basis, the compensation of the Company’s named executive officers.

4. Advisory Vote on Frequency of Future Stockholder Advisory Votes on Compensation of Named Executive Officers

1 Year

 

2 Years

 

3 Years

 

Abstain

 

Broker Non-Votes

377,447,254

 

149,324

 

718,958

 

2,826,406

 

45,950,524

Based on the votes set forth above, the stockholders advised that they were in favor of every one year as the frequency of holding a non-binding advisory vote on named executive officer compensation. Based on the results of the vote, and consistent with the recommendation of the Company’s Board of Directors (the “Board”), the Board has determined to hold a non-binding advisory vote regarding named executive officer compensation every one year until the next required non-binding advisory vote on the frequency of holding future votes regarding named executive officer compensation.

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.

 

 

 

LYFT, INC.

             

Date: June 23, 2020

 

 

 

/s/ Brian Roberts

 

 

 

Brian Roberts

 

 

 

Chief Financial Officer

v3.20.1
Document and Entity Information
Jun. 19, 2020
Cover [Abstract]  
Amendment Flag false
Entity Central Index Key 0001759509
Document Type 8-K
Document Period End Date Jun. 19, 2020
Entity Registrant Name Lyft, Inc.
Entity Incorporation State Country Code DE
Entity File Number 001-38846
Entity Tax Identification Number 20-8809830
Entity Address, Address Line One 185 Berry Street
Entity Address, Address Line Two Suite 5000
Entity Address, City or Town San Francisco
Entity Address, State or Province CA
Entity Address, Postal Zip Code 94107
City Area Code (844)
Local Phone Number 250-2773
Written Communications false
Soliciting Material false
Pre Commencement Tender Offer false
Pre Commencement Issuer Tender Offer false
Security 12b Title Class A Common Stock, par value of$0.00001 per share
Trading Symbol LYFT
Security Exchange Name NASDAQ
Entity Emerging Growth Company false