8-K
filed October 24, 2023, 7:59 PM ET
ticker WOLF
CIK 0000895419
other material
confidence high
sentiment neutral
materiality 0.50
Wolfspeed shareholders approve doubling authorized shares to 400M and new LTIP plan
WOLFSPEED, INC.
- Authorized common shares increased from 200M to 400M (95.4M for, 14.6M against).
- 2023 Long-Term Incentive Compensation Plan approved (63.0M for, 37.0M against), replacing 2013 plan.
- All ten director nominees elected; say-on-pay approved (77.1M for); frequency set to annual.
- Ratification of PwC as independent auditors for FY2024 approved (110.2M for).
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
WOLFSPEED, INC.: Approved amendment to Restated Articles to increase authorized shares of common stock from 200,000,000 to 400,000,000, consolidated into Amended and Restated Articles of Incorporation (effective 2023-10-23).
- Change
- charter amendment
- Effective
- 2023-10-23
Exact text from the filing
On October 23, 2023, the shareholders of the Company approved an amendment to the Company’s Restated Articles of Incorporation, as amended (the “Restated Articles”), to increase the number of authorized shares of common stock from 200,000,000 to 400,000,000. The amendment was combined with prior amendments to the Restated Articles into one consolidated Amended and Restated Articles of Incorporation (the “Amended and Restated Articles”) and filed with the Secretary of State of the State of North Carolina on October 23, 2023.
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
WOLFSPEED, INC. shareholders approved Advisory (nonbinding) vote to approve executive compensation at the 2023-10-23 meeting.
- Proposal
- say on pay
- Outcome
- passed
- Meeting
- 2023-10-23
Exact text from the filing
Proposal No. 5 : Advisory (nonbinding) vote to approve executive compensation. The votes were cast as follows: Votes For Votes Against Abstained Advisory (nonbinding) vote to approve executive compensation 77,112,086 22,526,657 498,618 Broker Non-Votes: 10,359,206 Proposal No. 5 was approved.
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
WOLFSPEED, INC. shareholders approved Advisory (nonbinding) vote on the frequency of future shareholder advisory votes on executive compensation at the 2023-10-23 meeting.
- Proposal
- say on pay frequency
- Outcome
- passed
- Meeting
- 2023-10-23
Exact text from the filing
Proposal No. 6 : Advisory (nonbinding) vote on the frequency of future shareholder advisory votes on executive compensation. The votes were cast as follows: Votes For 1 Year Votes For 2 Years Votes For 3 Years Abstained Advisory (nonbinding) vote on the frequency of future shareholder advisory votes on executive compensation 98,901,730 61,414 1,080,879 93,338 Proposal No. 6 was approved for "1 Year".
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
WOLFSPEED, INC. shareholders approved Approval of the Wolfspeed, Inc. 2023 Long-Term Incentive Compensation Plan at the 2023-10-23 meeting.
- Proposal
- equity plan
- Outcome
- passed
- Meeting
- 2023-10-23
Exact text from the filing
Proposal No. 3 : Approval of the Wolfspeed, Inc. 2023 Long-Term Incentive Compensation Plan. The votes were cast as follows: Votes For Votes Against Abstained Approval of the Wolfspeed, Inc. 2023 Long-Term Incentive Compensation Plan 63,035,479 37,001,159 100,723 Broker Non-Votes: 10,359,206 Proposal No. 3 was approved.
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
WOLFSPEED, INC. shareholders approved Ratification of the appointment of PricewaterhouseCoopers LLP as independent auditors for the fiscal year ending June 30, 2024 at the 2023-10-23 meeting.
- Proposal
- auditor ratification
- Outcome
- passed
- Meeting
- 2023-10-23
Exact text from the filing
Proposal No. 4 : Ratification of the appointment of PricewaterhouseCoopers LLP as independent auditors for the fiscal year ending June 30, 2024. The votes were cast as follows: Votes For Votes Against Abstained Ratification of PricewaterhouseCoopers LLP appointment 110,241,852 168,999 85,716 Proposal No. 4 was approved.
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
WOLFSPEED, INC. shareholders approved Election of ten nominees to serve as directors at the 2023-10-23 meeting.
- Proposal
- director election
- Outcome
- passed
- Meeting
- 2023-10-23
Exact text from the filing
Proposal No. 1 : Election of ten nominees to serve as directors. The votes were cast as follows: Name Votes For Votes Withheld Glenda M. Dorchak 97,941,953 2,195,408 John C. Hodge 98,393,633 1,743,728 Clyde R. Hosein 96,264,425 3,872,936 Darren R. Jackson 98,379,196 1,758,165 Duy-Loan T. Le 96,232,871 3,904,490 Gregg A. Lowe 99,508,258 629,103 John B. Replogle 91,074,818 9,062,543 Marvin A. Riley 98,419,603 1,717,758 Stacy J. Smith 98,959,581 1,177,780 Thomas H. Werner 98,032,996 2,104,365 Broker Non-Votes: 10,359,206 All nominees were elected.
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
WOLFSPEED, INC. shareholders approved Approval of an amendment to the Restated Articles to increase the number of authorized shares of common stock from 200,000,000 to 400,000,000 at the 2023-10-23 meeting.
- Proposal
- charter amendment
- Outcome
- passed
- Meeting
- 2023-10-23
Exact text from the filing
Proposal No. 2 : Approval of an amendment to the Restated Articles to increase the number of authorized shares of common stock from 200,000,000 to 400,000,000. The votes were cast as follows: Votes For Votes Against Abstained Approval of an amendment to the Restated Articles 95,445,365 14,596,622 454,580 Proposal No. 2 was approved.
View on SEC.gov
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