8-K current report · filed Jul 2, 2026

Braze, Inc. (BRZE) 8-K Current Report: July 2, 2026

Item 5.03Item 5.07BRZE overview

Short answer

Braze, Inc. (BRZE) filed an 8-K current report with the SEC on July 2, 2026 reporting Item 5.03 (Amendments to Articles of Incorporation or Bylaws), Item 5.07 (Submission of Matters to a Vote of Security Holders). Class B Common Stock provisions removed after retirement on January 30, 2026.

Braze, Inc. 8-K event analysis

AI summary of each reported item and its exhibits

Item 5.03 · Amendments to Articles of Incorporation or Bylaws

  • Class B Common Stock provisions removed after retirement on January 30, 2026
  • Officer liability protections added for fiduciary-duty-of-care breaches in direct claims
  • Protection applies prospectively and only to the fullest extent permitted under Delaware law
  • Reduced potential personal exposure for specified officers, potentially weakening shareholder remedies

Item 5.07 · Submission of Matters to a Vote of Security Holders

  • Neeraj Agrawal and Yvonne Wassenaar reelected as Class II directors through 2029
  • Executive compensation approved on a non-binding advisory basis, with 50,250,483 votes for and 17,942,060 against
  • Ernst & Young LLP ratified as independent auditor for fiscal year ending January 31, 2027
  • Delaware charter amended to permit officer exculpation, approved by 64,523,128 votes

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