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

(a) Innodata Inc. (the "Company") held its Annual Meeting of Stockholders on June


     8, 2021. At the Annual Meeting of Stockholders, the Company's Stockholders
     (1) elected all four of the Company's nominees for director; (2) approved the
     appointment of BDO India LLP to serve as the Company's independent auditors
     for the fiscal year ending December 31, 2021; (3) approved on an advisory
     basis the compensation of the Company's named executive officers; and (4)
     approved the Innodata Inc. 2021 Equity Compensation Plan.

(b) The following matters set forth in the Company's Proxy Statement dated April


     22, 2021 were voted upon with the results indicated below:

Proposal #1- Election of Directors:





       Name              For           Withheld        Broker Non-Votes
Jack S. Abuhoff        11,126,935       1,518,379              4,473,262
Louise C. Forlenza     11,018,490       1,626,824              4,473,262
Stewart R. Massey      10,478,138       2,167,176              4,473,262
Nauman (Nick) Toor     11,036,986       1,608,328              4,473,262

Proposal #2- Ratification of the selection and appointment of BDO India LLP as the Company's independent auditors for the fiscal year ending December 31, 2021:





    For          Against      Abstain
  16,998,638       30,963       88,975

Proposal #3- Approval, on an advisory basis, of the compensation of the Company's named executive officers:





    For           Against       Abstain       Broker Non-Votes
  11,752,452       683,220       209,642              4,473,262

Proposal #4- Approval of the Innodata Inc. 2021 Equity Compensation Plan:





    For            Against        Abstain       Broker Non-Votes
  10,465,166       1,977,592       202,556              4,473,262

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