United States

Securities and Exchange Commission

Washington, DC 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): May 5 29, 2024

PERFICIENT, INC.

(Exact Name of Registrant as Specified in its Charter)


Delaware	001-15169	74-2853258
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

555 Maryville University Drive

Suite 600

Saint Louis, Missouri 63141

(Address of principal executive offices)

(314) 529-3600

(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:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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


Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, $0.001 par value	PRFT	The Nasdaq Global Select Market

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. ☐

ITEM 25.0207 ~~RESULTS~~SUBMISSION OF ~~OPERATIONS~~MATTERS ~~AND~~TO ~~FINANCIAL~~A ~~CONDITION~~VOTE OF SECURITY HOLDERS

On May 529, 2024, Perficient, Inc. (~~“Perficient” or~~ the “Company”) ~~announced~~held its ~~financial~~2024 ~~results~~Annual ~~for~~Meeting ~~the~~of ~~three~~Stockholders. The ~~months~~holders ~~ended~~of 32,228,424 ~~March~~shares ~~31,~~of ~~2024.~~Common AStock, ~~copy~~or 92% of the ~~press~~outstanding ~~release~~shares isentitled ~~being~~to ~~furnished~~vote as ~~Exhibit~~of 99the record date, were represented at the meeting in person or by proxy, which represented a quorum.1 toAt ~~this~~the ~~Current~~meeting, ~~Report~~the stockholders voted on ~~Form~~the ~~8-K~~following three proposals and iscast ~~incorporated~~their byvotes ~~reference~~as ~~into~~follows ~~this~~to ~~Item~~approve ~~2.02.~~such proposals:

InProposal ~~accordance with General Instruction B.2 of Form 8-K, the information in Item 2.02 of this Current Report on Form 8-K, including Exhibit 99.~~1,: ~~shall~~To ~~not~~elect ~~be deemed “filed” for~~ the ~~purposes~~following ofeight ~~Section~~nominees 18to of the ~~Securities~~Company’s ~~Exchange~~Board ~~Act~~ of ~~1934,~~Directors ~~as amended~~ (the “~~Exchange Act~~Board”), oreach ~~otherwise~~to ~~subject~~serve toon the ~~liabilities~~Board ofuntil ~~that Section, nor shall such information and Exhibits be deemed incorporated by reference in any filing under~~ the ~~Securities~~next ~~Act~~annual meeting of ~~1933,~~stockholders ~~as amended,~~ or ~~the~~until ~~Exchange~~his ~~Act,~~or ~~except~~her assuccessor ~~shall~~has bebeen ~~expressly~~elected ~~set~~and ~~forth by specific reference in such a filing.~~qualified:

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS


Nominees	Votes Cast For	Votes Cast Against	Abstentions	Broker Non-Votes
Romil Bahl	29,587,868	1,136,989	61,320	1,442,247
Jeffrey S. Davis	30,034,742	712,483	38,952	1,442,247
Thomas J. Hogan	30,132,598	609,169	44,410	1,442,247
Jill A. Jones	30,490,712	220,679	74,786	1,442,247
David S. Lundeen	29,472,358	1,239,244	74,575	1,442,247
Brian L. Matthews	29,297,508	1,410,005	78,664	1,442,247
Nancy C. Pechloff	30,440,401	260,231	85,545	1,442,247
Gary M. Wimberly	27,975,653	2,731,860	78,664	1,442,247

~~(d)Exhibits.~~Proposal 2: To approve the advisory resolution relating to the 2023 executive compensation:

Exhibit
Votes Cast For		Votes Cast Against	Abstentions	Broker Non-Votes
Number	Description
29,425,024		1,296,717	64,436	1,442,247
99.1	Perficient, Inc. Press Release, dated May 5, 2024, announcing financial results for the three months ended March 31, 2024
104	Cover Page Interactive Data File (embedded within the Inline XBRL document)

Proposal 3: To ratify the appointment of KPMG LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2024:


Votes Cast For	Votes Cast Against	Abstentions
31,992,659	191,518	44,247

SIGNATURE

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.

		PERFICIENT, INC.
Date:	May 629, 2024	By:	/s/ Paul E. Martin
			Paul E. Martin
			Chief Financial Officer

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