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AI brief of an SEC Form 8-K · Cogent Communications Holdings (CCOI)

Cogent Communications stockholders approve equity plan; CEO gets 1 million-share award

Neutral Impact 3 of 5 shareholder Written later

Cogent Communications stockholders approved the Third Amended and Restated 2017 Incentive Award Plan at the May 1, 2026 annual meeting. The plan adds 1.5 million shares and extends the award deadline to March 19, 2036. On May 4, 2026, the company also granted CEO David Schaeffer a 1,000,000-share restricted stock award that vests only if the stock's volume weighted average price reaches $70, $85 or $100.

Key points

  • Plan vote: 25,506,567 for, 8,664,157 against, 124,722 abstain, and 4,440,718 broker non-votes
  • CEO award tranches: 200,000 shares at $70.00, 300,000 at $85.00 and 500,000 at $100.00 VWAP targets
  • Schaeffer must remain CEO through December 31, 2028; unvested shares are forfeited February 28, 2031
  • All eight director nominees were elected, and Ernst & Young LLP was ratified as auditor with 38,382,379 votes for

The filing

CompanyCogent Communications Holdings (CCOI)
Form8-K, current report
Filed with the SECMay 4, 2026, 3:35 PM ET
Accession number0001104659-26-054817

Items reported: 5.02 Director / Officer Change5.07 Shareholder Vote Results

Read the filing on SEC.gov ↗

Written by AI on Nov 8, 2026, 2:07 AM ET, from this filing only. Written later: this filing was briefed after the fact, when past filings were added to the site, so the brief may be read with hindsight; the filing itself is the record of what was known on May 04, 2026.

Briefs are written by AI from the filing text and can contain mistakes — open the filing before acting on anything. Impact (1-5) and tone are the AI's reading of the filing for shareholders, not a price forecast. Not investment advice.