GameStop shareholders approve share increase tied to proposed eBay deal

GameStop Corp. (NYSE: GME) stockholders approved all proposals at the company's 2026 Annual Meeting, including an amendment to its certificate of incorporation that increases the number of authorized shares of Class A common stock.

The share authorization amendment received 68.7% of votes cast. According to the company's press release, the additional share capacity is intended to support strategic transactions, including a proposed acquisition of eBay, Inc.

Stockholders also re-elected all five director nominees, approved an advisory vote on executive compensation, and ratified the appointment of the company's independent registered public accounting firm. Final voting results are to be filed with the Securities and Exchange Commission on a Current Report on Form 8-K.

GameStop disclosed that it directly owns 4,343,725 shares of eBay common stock and holds economic exposure to an additional 39,046,658 shares through a series of American-style put/call option transactions expiring February 23, 2028, with an unaffiliated financial institution. On June 3, 2026, antitrust waiting period requirements under the Hart-Scott-Rodino Act were satisfied, enabling the option of physical share settlement under those contracts.

On May 3, 2026, GameStop delivered a non-binding proposal to eBay's board of directors to acquire all outstanding eBay common stock not already owned by GameStop at $125 per share, to be paid in a combination of cash and GameStop common stock. No definitive agreement has been reached, and eBay's board has not publicly confirmed engagement with the proposal.

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