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

Presented below are the voting results for the proposals, described in detail in the Definitive Proxy Statement of Digital Turbine, Inc. (the "Company") filed with the Securities and Exchange Commission on July 29, 2021, submitted to our stockholders at the Company's fiscal year 2022 annual meeting of stockholders held on September 14, 2021 (the "Annual Meeting").

At of the close of business on July 22, 2021, the record date for the Annual Meeting, a total of 96,093,031 shares of our common stock and 100,000 shares of our Series A preferred stock ("Preferred Stock"), which are convertible into 20,000 shares of common stock, were outstanding and entitled to vote at our Annual Meeting. The Preferred Stock is entitled to vote together with the common stock as a single class (on an as-converted to common stock basis) on any matters submitted to the holders of our common stock.

At the Annual Meeting, the aggregate number of shares present or represented by valid proxy was 70,564,717 shares or 73.42% of shares entitled to vote. Therefore, a quorum was present for purposes of the Annual Meeting.

Proposal 1 Election of Directors



            The stockholders elected seven directors to serve until the annual
            meeting of stockholders in fiscal year 2023 with the following
            vote:




        Nominee          Votes For    Votes Withheld   Broker Non-Vote
   Robert Deutschman     47,832,989      516,259         22,215,469
    Roy H. Chestnutt     48,009,924      339,324         22,215,469
    Holly Hess Groos     48,205,993      143,255         22,215,469
     Mohan S. Gyani      47,530,544      818,704         22,215,469
     Jeffrey Karish      47,880,449      468,799         22,215,469
  Michelle M. Sterling   47,921,991      427,257         22,215,469
  William G. Stone III   48,117,462      231,786         22,215,469




Proposal 2  Advisory Vote on Executive Compensation

            The non-binding advisory resolution approving the compensation of
            the Company's named executive officers, commonly referred to as
            "say-on-pay", was approved with the following vote:




     For        Against    Abstain   Broker Non-votes
  46,456,919   1,685,123   207,205      22,215,470





Proposal 3  Appointment of Grant Thornton LLP as Independent Registered Public
            Accounting Firm

            The appointment of Grant Thornton LLP as the Company's independent
            registered public accounting firm for the fiscal year ending
            March 31, 2022, was ratified with the following vote:




     For       Against   Abstain   Broker Non-votes
  70,138,603   356,339   69,772           -




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