Submission of Matters to a Vote of Security Holders
Item 5.07 Submission of Matters to a Vote of Security Holders. On September 30, 2026, GEE Group Inc. (the “Company”) (NYSE American: JOB) held its 2026 Annual Meeting of Stockholders (the “Annual Meeting”). The five proposals listed below were approved by the stockholders at the Annual Meeting.…
Filed Oct 2, 2026Accepted Oct 2, 2026, 5:15 PM EDTCIK 40570Accession 0001477932-26-006035
GEE Group Inc. is a provider of specialized staffing solutions and is the successor to employment offices doing business since 1893. The Company provides professional staffing services and solutions in information technology, engineering, finance and accounting specialties through the names of Access Data Consulting, Agile Resources, Omni-One, GEE Group Columbus, Hornet Staffing and Paladin Consulting. Also, in the healthcare sector, GEE Group, through its Scribe Solutions brand, staffs medical scribes who assist physicians in emergency departments of hospitals and in medical practices by providing required documentation for patient care in connection with electronic medical records (EMR). The Company provides contract and direct hire professional staffing services through the following SNI brands: Accounting Now®, SNI Technology®, Legal Now®, SNI Financial®, Staffing Now®, SNI Energy®, and SNI Certes.
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Item 5.07Item 5.07 - Submission of Matters to Vote
Item 5.07 Submission of Matters to a Vote of Security Holders.
On September 30, 2026, GEE Group Inc. (the “Company”) (NYSE American: JOB) held its 2026 Annual Meeting of Stockholders (the “Annual Meeting”). The five proposals listed below were approved by the stockholders at the Annual Meeting. The Annual Meeting was adjourned, in part, to October 8, 2026, to allow the Company to solicit additional votes with respect to an amendment to the Company’s Articles of Incorporation to increase the total number of authorized shares of Common Stock, no par value (the “Common Stock”) of the Company from 6,666,666.6667 shares, post Reverse Stock Split, to 200,000,000 shares (the “Capital Increase”) proposal only. The Company is soliciting additional votes only with respect to the Capital Increase proposal. The following matters were considered and approved at the Annual Meeting:
1. Election of two Class I Directors
Stockholders elected the Company’s two Class I nominees for director each to serve until the 2027 annual meeting of stockholders or until their respective successor is elected and qualified. The voting results were as follows:
For Withheld Broker Non-Vote
──────────────────────────────────────────────────────────────────────────────────────────────────────────────────────
(1) Ms. Jyrl James 51,811,759 11,078,186 17,592,812
(2) Mr. David Sandberg 59,743,701 3,146,244 17,592,812
2. Approval and Ratification of Auditors
Stockholders approved and ratified the appointment of Cherry Bekaert LLP to serve as the Company’s independent registered public accounting firm for the fiscal year ending September 30, 2026. The voting results were as follows:
For Against Abstentions
───────────────────────────────────────────────────────────────────────────────
79,531,790 368,826 582,141
3. Approval of the Reverse Stock Split
Stockholders approved an amendment to the Company’s Articles of Incorporation to effect a one-for-thirty reverse stock split whereby every thirty (30) shares of the authorized, issued and outstanding shares of Common Stock shall be combined into one (1) share of authorized, issued and outstanding Common Stock of the Company (the “Reverse Stock Split”). The voting results were as follows:
For Against Abstentions
────────────────────────────────────────────────────────────────────────────────────
65,054,484 13,617,801 1,810,472
4. Advisory Say-on-Pay Resolution
Stockholders approved the following resolution “RESOLVED that the stockholders approve the compensation of the Company’s named executive officers as disclosed in the compensation tables and the related disclosure contained in the proxy statement set forth under the caption “Election of Directors Proposal - Executive Compensation”. The voting results were as follows:
For Against Abstain Broker Non-Vote
─────────────────────────────────────────────────────────────────────────────────────────────────────────────────────
39,532,887 20,143,411 3,213,647 17,592,812
5. Approval of the Adjournment or Postponement
Stockholders approved any adjournment or postponement of the Annual Meeting for the purpose of soliciting additional proxies if there are not sufficient votes at the time of the Annual Meeting to approve the Reverse Stock Split and/or, Capital Increase. The voting results were as follows:
For Against Abstain Broker Non-Vote
───────────────────────────────────────────────────────────────────────────────────────────────────────────────────
47,959,646 14,360,998 569,301 17,592,812