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



On June 8, 2022, Angi Inc. ("Angi" or the "Company") held its Annual Meeting of
Stockholders (the "Annual Meeting"). At the Annual Meeting, stockholders of the
Company present in person or by proxy, representing 80,248,615 shares of Angi
Class A Common Stock (entitled to one vote per share) and 422,019,247 shares of
Angi Class B common stock (entitled to ten votes per share), voted on the
proposals set forth below.

1.Proposal 1 - to elect twelve (12) directors, each to hold office for a one-year term ending on the date of the next succeeding annual meeting of stockholders or until such director's successor shall have been duly elected and qualified (or, if earlier, such director's removal or resignation from the Board). Each nominee was elected on the basis of the following voting results:

Number of Votes For Which


                                            Number of Votes Cast in Favor         Authority Was Withheld           Broker Non-Votes
Angela R. Hicks Bowman                              4,253,692,970                       21,568,980                    10,492,949
Thomas R. Evans                                     4,239,942,010                       35,319,940                    10,492,949
Alesia J. Haas                                      4,251,523,203                       23,738,747                    10,492,949
Christopher Halpin                                  4,258,969,109                       16,292,841                    10,492,949
Kendall Handler                                     4,252,795,757                       22,466,193                    10,492,949
Oisin Hanrahan                                      4,254,448,309                       20,813,641                    10,492,949
Sandra Buchanan Hurse                               4,275,000,835                        261,115                      10,492,949
Joseph Levin                                        4,249,929,154                       25,332,796                    10,492,949
Jeremy Philips                                      4,264,796,146                       10,465,804                    10,492,949
Glenn H. Schiffman                                  4,252,766,804                       22,495,146                    10,492,949
Mark Stein                                          4,252,790,236                       22,471,714                    10,492,949
Suzy Welch                                          4,241,793,440                       33,468,510                    10,492,949



2.Proposal 2 - ratification of the appointment of Ernst & Young LLP as Angi Inc.'s independent registered public accounting firm for the 2022 fiscal year. The proposal was approved on the basis of the following voting results:



                                            Number of Votes Cast
     Number of Votes Cast in Favor                 Against                

Number of Votes Abstaining                Broker Non-Votes
             4,285,590,248                         134,622                           30,029                                 0

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On June 9, 2022, the Company announced that Mr. Andrew Russakoff has been appointed to succeed Mr. Jeff Pedersen as the Company's Chief Financial Officer, effective immediately. Mr. Pedersen has agreed to remain with the Company through July 19, 2022, to assist with a smooth transition.

Andrew Russakoff, age 43, most recently served as Vice President, Financial
Planning, of InterActiveCorp ("IAC") since February 2018. In that capacity, he
partnered with the IAC executive team on investor relations and financial
analysis for IAC's portfolio of digital and media subsidiaries. Prior to joining
IAC in 2015 as Senior Director, Financial Planning, Mr. Russakoff served as Vice
President of Finance and Operations for GameChanger Media, Inc., a
venture-capital backed sports technology startup, from 2014 to 2015. There, he
provided executive leadership for financial and strategic functions, including
financial planning and analysis, corporate development, investor relations, and
accounting. He previously served as Vice President of Strategy and Business
Development for Pellucid Analytics, a finance-oriented technology company and
data platform, with cross-functional responsibility for product, strategy,
operations, and business development, from 2012 to 2014. Mr. Russakoff has also
served as an investment banker with Credit Suisse. He began his career in
finance with NRG Energy. Since 2017, Mr.

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Russakoff has served as an advisor to Gatsby, a social promotions and website
development startup. Mr. Russakoff holds a Masters of Business Administration
degree in Finance from Columbia Business School and a Bachelor of Arts in
Engineering degree, with a concentration in computer science, from Harvard
University.

Compensatory Arrangements of Chief Financial Officer

In connection with Mr. Russakoff's appointment, on June 9, 2022, Angi and Mr. Russakoff entered into an employment agreement (the "Employment Agreement").



Term. The Employment Agreement has a scheduled term of one year from the
effective date of the Employment Agreement (June 9, 2022) and provides for
automatic renewals for successive one-year terms absent written notice from Angi
or Mr. Russakoff at least ninety (90) days prior to the expiration of the then
current term. It further provides that Mr. Russakoff's employment is at-will.

Compensation. The Employment Agreement provides that during the term, Mr.
Russakoff will be eligible to receive an annual base salary (currently
$400,000), annual discretionary bonuses of a target amount equal to 100% of the
annual base salary, equity awards and such other employee benefits as may be
reasonably determined by the Executive Compensation Committee of Angi's Board of
Directors from time to time.

The Employment Agreement also provides that Mr. Russakoff will receive: (i)
restricted stock units under the Company's 2017 Stock and Annual Incentive Plan
(the "2017 Plan") with a grant date value of $3,000,000 that vest in three equal
installments on the first, second, and third anniversaries of the grant date
(June 9, 2022), and (ii) restricted stock units under the 2017 Plan with a grant
date value of $1,700,000 that vest on February 15, 2025 (the "Cliff Vest
Award"), in each case subject to Mr. Russakoff's continued employment with Angi.

Severance. Upon a termination of Mr. Russakoff's employment by Angi without
"cause" (as defined in the Employment Agreement, and other than by reason of
death or disability), Mr. Russakoff's resignation for "good reason" (as defined
in the Employment Agreement) or the timely delivery of a non-renewal notice by
Angi, subject to the execution and non-revocation of a release of claims in
favor of Angi and Mr. Russakoff's compliance with the restrictive covenants set
forth below:

(i) Angi will continue to pay Mr. Russakoff his annual base salary for one (1) year following such termination or resignation (the "Severance Period");



(ii) all unvested Angi equity awards (including cliff vesting awards, if any,
which shall be pro-rated as though such awards had an annual vesting schedule)
held by Mr. Russakoff that would have otherwise vested during the Severance
Period shall vest as of the date of termination, except that the Cliff Vest
Award, to the extent unvested, shall also vest as of the date of termination as
follows:

Prior to Feb 15, 2023                                       60%

On or after February 15, 2023, but prior to Feb 15, 2024 80% On or after February 15, 2024

                               100%



Restrictive Covenants. Pursuant to the Employment Agreement, Mr. Russakoff is
bound by a covenant not to compete with Angi and its businesses during the term
of his employment and the Severance Period and by covenants not to solicit
Angi's employees or business partners during the term of his employment and for
twelve (12) months after his termination or resignation.

Additional Compensatory Arrangements of Chief Financial Officer

In connection with his departure, Mr. Pedersen is expected to receive separation benefits consistent with his previously filed employment agreement.

Item 7.01 Regulation FD Disclosure.



On June 9, 2022, Angi issued a press release in connection with Mr. Russakoff's
appointment. The full text of the press release appears in Exhibit 99.1 hereto
and is incorporated herein by reference.


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The information contained in this Item 7.01, including Exhibit 99.1, shall not
be deemed to be "filed" for purposes of Section 18 of the Securities Exchange
Act of 1934 (the "Exchange Act"), or otherwise subject to the liabilities of
that section, and shall not be deemed to be incorporated by reference into any
of the Company's filings under the Securities Act of 1933, as amended, or the
Exchange Act, whether made before or after the date hereof and regardless of any
general incorporation language in such filings, except to the extent expressly
set forth by specific reference in such a filing.


Item 9.01 Financial Statements and Exhibits.


     Exhibit No.                                           Description
         10.1                Employment Agreement between Andrew Russakoff and Angi Inc., dated June
                             9, 2022.
         99.1                Press release issued by Angi Inc., dated June 9, 2022.
         104                 Cover Page Interactive Data File (embedded within the Inline XBRL
                             document).

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