Jamf (NASDAQ:JAMF) stockholders approved all proposals presented at the company’s special meeting held virtually on January 8, 2026, including the adoption of the company’s merger agreement and an advisory vote on merger-related executive compensation, according to preliminary voting results disclosed during the meeting.
Virtual special meeting and quorum
Chief Executive Officer John Strosahl opened the special meeting at 10:00 a.m. Eastern Time and served as chairman. The company conducted the meeting as a live audio webcast, allowing stockholders to attend remotely and vote online during the meeting.
Lendino presented an affidavit from Broadridge Financial Solutions, Inc. stating that the notice of special meeting and proxy statement dated December 10, 2025, along with the proxy, were sent on or about December 10, 2025, to stockholders of record as of December 9, 2025, which was the record date for the meeting. He also noted that a certified list of stockholders entitled to vote was available for inspection during the meeting with a control number and attestation process.
According to the attendance report, of the 134,076,214 shares of Jamf common stock outstanding on the record date and entitled to vote, more than one-half were present in person (virtually) or by proxy. The company said this constituted a quorum, allowing the meeting to proceed.
Proposals presented to stockholders
The meeting included votes on three proposals described in Jamf’s proxy statement. The proposals were presented as follows:
- Proposal 1 (Merger proposal): Adoption and approval of the agreement and plan of merger dated as of October 28, 2025, as it may be amended, supplemented, or otherwise modified in accordance with its terms, by and among Jamf, Jawbreaker Parent, Inc., and Jawbreaker Merger Sub, Inc.
- Proposal 2 (Compensation proposal): A non-binding advisory vote to approve compensation that may be paid or become payable to Jamf’s named executive officers that is based on or otherwise relates to the merger.
- Proposal 3 (Adjournment proposal): Approval of one or more adjournments of the special meeting, if necessary, to solicit additional proxies if a quorum was not present or there were insufficient votes to approve the merger proposal.
Jamf said its board of directors recommended that stockholders vote “for” each proposal and referenced the proxy statement for the rationale and additional information.
Voting thresholds described
During the meeting, the company outlined the voting standards required for each proposal. Approval of the merger proposal required an affirmative vote of holders of a majority of the outstanding shares of Jamf common stock entitled to vote at the special meeting. Approval of the compensation proposal required an affirmative vote of holders of a majority of the shares present virtually or represented by proxy and entitled to vote on the proposal. The adjournment proposal required an affirmative vote of holders of a majority of the shares present virtually or represented by proxy and entitled to vote on the proposal.
Jamf also stated that adoption of the merger agreement by stockholders was a condition to the respective obligations of Jamf and Francisco Partners to complete the transactions contemplated by the merger agreement.
Preliminary results: proposals approved
The polls opened at the start of the meeting and were closed at 10:07 a.m. Eastern Time on January 8, 2026. Following the close of polls, Lendino reported that the inspector of election had delivered a preliminary report indicating each proposal received the requisite votes for approval.
Based on the preliminary report, Strosahl declared that Proposal 1, the merger proposal, and Proposal 2, the compensation proposal, were duly approved by stockholders. He added that Proposal 3, the adjournment proposal, was approved but was “not necessary or applicable” because the merger and compensation proposals had already been approved.
The company said the inspector of election would complete a final report and submit it to the secretary after the meeting for inclusion in Jamf’s minutes. Jamf also said final voting results would be reported in a current report on Form 8-K to be filed with the U.S. Securities and Exchange Commission.
Meeting adjourned
With no additional business, Strosahl adjourned the meeting and thanked stockholders for attending and supporting the company, as well as Jamf’s management team, employees, and board members for their work and service.
About Jamf (NASDAQ:JAMF)
Jamf Holding Corp. offers a cloud software platform for Apple infrastructure and security platform in the Americas, Europe, the Middle East, India, and Africa. Its products include Jamf Pro, an Apple ecosystem management software solution for IT environments; Jamf Now, a pay-as-you-go Apple device management software solution for small-to-medium-sized businesses; Jamf School, an apple mobile device management for schools; and Jamf Connect, a ZTNA solution that replaces legacy conditional access and VPN technology.
