Plexus shareholders approve 2024 Omnibus Incentive Plan; Board amends bylaws

PLEXUS CORP

New plan authorizes 800,000 new shares plus recycled shares from prior 2016 plan, replacing 2016 plan.
Bylaws amended: advance notice updated for universal proxy rules; director retirement age changed to 75.
All 10 director nominees elected; advisory say-on-pay passed with 85.4% support.
Shareholders ratified PwC as auditor for FY2024; approved 2024 plan with 93.3% of votes cast.
No financial results reported; filing covers annual meeting and governance updates only.

item 5.02 item 5.07 item 5.03 item 8.01 item 9.01

Key facts

Extracted from this filing and checked against the source text.

Governance Changes SEC 8-K Item 5.03/5.05/5.06 confidence 0.9

PLEXUS CORP: Amended and restated Bylaws to update advance notice provisions including universal proxy alignment and change director retirement age to 75 (effective 2024-02-14).

Change: bylaw amendment
Effective: 2024-02-14

Exact text from the filing

On February 14, 2024, the Board approved an amendment and restatement of the Company’s Amended and Restated Bylaws (the “Bylaws”) to (a) amend Article II, Section 2.13 of the Bylaws regarding advance notice provisions, including to align certain provisions with the Securities and Exchange Commission’s guidance regarding universal proxies pursuant to Rule 14a-19 promulgated under the Securities Exchange Act of 1934, as amended; and (b) change the retirement age for directors to 75.

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Shareholder Votes SEC 8-K Item 5.07 confidence 0.95

PLEXUS CORP shareholders approved Ratification of independent auditors at the 2024-02-14 meeting.

Proposal: auditor ratification
Outcome: passed
Meeting: 2024-02-14

Exact text from the filing

Proposal 3: The Company’s shareholders ratified the selection of PricewaterhouseCoopers LLP as the Company’s independent auditors for fiscal 2024 with the following votes: For: 24,965,107 Against: 1,194,443 Abstain: 18,411 Broker non-votes: 0

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Shareholder Votes SEC 8-K Item 5.07 confidence 0.95

PLEXUS CORP shareholders approved Approval of Plexus Corp. 2024 Omnibus Incentive Plan at the 2024-02-14 meeting.

Proposal: equity plan
Outcome: passed
Meeting: 2024-02-14

Exact text from the filing

Proposal 4: The Company’s shareholders approved the Plexus Corp. 2024 Omnibus Incentive Plan with the following votes: For: 23,408,724 Against: 1,686,682 Abstain: 22,115 Broker non-votes: 1,060,440

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Shareholder Votes SEC 8-K Item 5.07 confidence 0.95

PLEXUS CORP shareholders approved Election of 10 directors at the 2024-02-14 meeting.

Proposal: director election
Outcome: passed
Meeting: 2024-02-14

Exact text from the filing

Proposal 1: The 10 individuals nominated by the Board for election as directors to serve until the Company's next annual meeting were elected by the Company’s shareholders with the following votes: Director’s Name Authority Granted to Vote “For” Authority Withheld Joann M. Eisenhart 24,763,280 354,241 Dean A. Foate 24,589,379 528,142 Rainer Jueckstock 24,464,565 652,956 Todd P. Kelsey 24,663,298 454,223 Randy J. Martinez 24,839,476 278,045 Joel Quadracci 24,598,318 519,203 Karen M. Rapp 24,834,322 283,199 Paul A. Rooke 24,753,247 364,274 Michael V. Schrock 23,495,002 1,622,519 Jennifer Wuamett 24,625,660 491,861 *** Broker non-votes: 1,060,440 in the case of each director

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Shareholder Votes SEC 8-K Item 5.07 confidence 0.95

PLEXUS CORP shareholders approved Advisory vote to approve executive compensation at the 2024-02-14 meeting.

Proposal: say on pay
Outcome: passed
Meeting: 2024-02-14

Exact text from the filing

Proposal 2: The advisory proposal to approve the compensation of the Company’s named executive officers, as disclosed in “Compensation Discussion and Analysis” and “Executive Compensation” in the proxy statement for the Annual Meeting, received the following votes: For: 21,456,264 Against: 3,619,038 Abstain: 42,219 Broker non-votes: 1,060,440

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PLEXUS CORP filing history →

Source: SEC EDGAR

accession 0000785786-24-000021

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