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 12, 2024

WisdomTree, Inc.

(Exact name of registrant as specified in its charter)

250 West 34^th Street

3rd Floor

New York, NY 10119

(Address of principal executive offices, including zip code)

(212) 801-2080

(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:

Securities registered pursuant to Section 12(b) of the Exchange Act:

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.  ¨

On June 12, 2024, WisdomTree, Inc. (the “Company”) held its 2024 Annual Meeting of Stockholders (the “2024 Annual Meeting”). The Company’s stockholders voted on five proposals (each described in detail in the Company’s definitive proxy statement filed with the Securities and Exchange Commission on April 29, 2024) at the 2024 Annual Meeting. First Coast Results, Inc., the independent inspector of election (the “Inspector of Election”) for the 2024 Annual Meeting, delivered its final vote tabulation on June 17, 2024 that certified the final voting results for each of the matters that were submitted to a vote at the 2024 Annual Meeting. Set forth below are the final voting results as provided by the Inspector of Election.

Each stockholder of record was entitled to one vote per share of common stock on each proposal. On April 19, 2024, the record date for the 2024 Annual Meeting (the “Record Date”), there were 151,818,674 shares of common stock outstanding. Present at the 2024 Annual Meeting in person or by proxy were holders of shares of common stock representing an aggregate of 138,825,191 votes, or 91.4% of the voting power entitled to vote at the 2024 Annual Meeting as of the Record Date, constituting a quorum. There were no broker non-votes regarding any of the proposals.

Proposal 1.      To elect nine members of the Company’s Board of Directors, to serve until the 2025 annual meeting of stockholders.  

The Company’s stockholders voted to elect Lynn S. Blake, Anthony Bossone, Smita Conjeevaram, Rilla Delorier, Daniela Mielke, Shamla Naidoo, Win Neuger, Tonia Pankopf and Jonathan Steinberg as directors to serve until the 2025 annual meeting of stockholders and until their respective successors have been duly elected and qualified.

Proposal 2.      The ratification of the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2024.

The Company’s stockholders voted to ratify the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2024.

Proposal 3.      An advisory resolution to approve the compensation of the Company’s named executive officers.

 The Company’s stockholders approved an advisory resolution on the compensation of the Company’s named executive officers.

Proposal 4.      The proposal to determine whether the vote on the advisory resolution on the compensation of the Company’s named executive officers should occur every one, two or three years was subjected to a non-binding, advisory vote by the Company’s stockholders.

The Company’s stockholders voted for the vote on the advisory resolution on the compensation of the Company’s named executive officers to occur every one year.

Proposal 5.      The ratification of the adoption by the Board of Directors of the extension of the Stockholder Rights Agreement, dated March 17, 2023, as amended, by and between the Company and Continental Stock Transfer & Trust Company.

The Company’s stockholders ratified the adoption by the Board of Directors of the extension of the Stockholder Rights Agreement, dated March 17, 2023, as amended, by and between the Company and Continental Stock Transfer & Trust Company.

On June 12, 2024, the Company issued a press release announcing the preliminary results of the 2024 Annual Meeting described in Item 5.07 above. A copy of the press release is attached hereto as Exhibit 99.1 and incorporated by reference herein.

(d) Exhibits:

SIGNATURES

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.

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