Yext, Inc. filed a definitive proxy statement on November 13, 2026, calling a Special Meeting of Stockholders for December 22, 2026, to vote on a standalone performance-based stock option award for Chief Executive Officer Michael Walrath.

Key Highlights

  • Special Meeting date: December 22, 2026, at 8:30 a.m. Eastern Time, held in a virtual-only format.
  • Primary proposal: Stockholders will vote on approving a standalone performance-based stock option award designated as the "CEO Performance Award" to Michael Walrath.
  • Record date: Only stockholders of record as of the close of business on November 12, 2026, are entitled to vote.
  • Board recommendation: The Board of Directors recommends a vote FOR approval of the CEO Performance Award and FOR any adjournments needed to solicit additional proxies.
  • Secondary proposal: Stockholders may also vote to approve one or more adjournments if votes are insufficient to pass Proposal No. 1 at the time of the meeting.
  • Proxy materials mailed: On or around November 13, 2026, proxy materials were distributed to stockholders entitled to vote.

Yext Seeks Stockholder Approval of a Performance-Based Award for Its CEO

Yext, Inc. (NYSE:YEXT), a New York-based technology company, issued a definitive proxy statement in connection with a Special Meeting scheduled for December 22, 2026. According to the filing, the central item before stockholders is approval of a standalone performance-based stock option award for Michael Walrath, identified in the proxy as the recipient of the proposed CEO Performance Award. The Board of Directors recommends a vote in favor of the award, as stated in the proxy materials.

The filing notes that the Special Meeting will be conducted entirely in a virtual format, with no physical in-person location. Stockholders who held shares as of November 12, 2026, the record date established by the Board, are eligible to participate and vote. The proxy statement indicates that voting may be completed by proxy card, over the Internet, or by telephone, and that proxies may be revoked prior to their exercise at the meeting by following procedures described in the accompanying materials.

The proxy statement also includes a second proposal: authorization to adjourn the Special Meeting, if necessary, in order to solicit additional proxies should the votes cast at the time of the meeting be insufficient to approve Proposal No. 1. Lead Independent Director Andrew Sheehan signed the accompanying stockholder letter, while Ho Shin, General Counsel and Corporate Secretary, signed the formal notice. The filing references Yext's Annual Report on Form 10-K for the fiscal year ended January 31, 2026, filed with the SEC on March 10, 2026, as the source of financial and other company information.

What Was Disclosed

Yext filed a definitive proxy statement on November 13, 2026, notifying stockholders of a December 22, 2026 Special Meeting. The two proposals on the agenda are approval of a performance-based stock option award for CEO Michael Walrath and a potential adjournment to gather additional proxies if needed.