--- schema_version: "secwatch.filing_event.v1" accession: "0000950170-23-048229" form_type: "8-K" ticker: "NTAP" cik: "0001002047" company_name: "NetApp, Inc." filed_at: "2023-09-15T23:59:59+00:00" generated_at: "2026-06-10T15:48:07.499142+00:00" event_type: "other_material" sentiment: "neutral" materiality_score: 0.5 calibrated_materiality_score: 0.5 confidence: "high" source: SEC EDGAR --- # NetApp shareholders approve ESPP and 2021 Equity Plan share reserve increases of 3M and 12.7M ## Summary - Shareholders approved ESPP amendment, increasing share reserve by 3,000,000 shares of common stock. - Shareholders approved 2021 Equity Plan amendment, increasing share reserve by 12,700,000 shares. - All nine director nominees were elected; votes for ranged from 165.3M to 174.5M. - Advisory vote on executive compensation approved; shareholders selected 1-year frequency for future advisory votes. - Stockholder proposal on special shareholder meeting improvement was defeated with 105.4M votes against. ## SEC filing metadata - accession: 0000950170-23-048229 - form_type: 8-K - ticker: NTAP - cik: 0001002047 - company_name: NetApp, Inc. - filed_at: 2023-09-15T23:59:59+00:00 - event_type: other_material - sentiment: neutral - materiality_score: 0.5 - calibrated_materiality_score: 0.5 - confidence: high - sec_items: 5.02, 5.07, 9.01 - EDGAR index: https://www.sec.gov/Archives/edgar/data/1002047/000095017023048229/0000950170-23-048229-index.htm - EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1002047/000095017023048229/ntap-20230913.htm ## Machine-readable alternates - HTML: https://secwatch.observer/filing/0000950170-23-048229 - JSON: https://secwatch.observer/filing/0000950170-23-048229.json - Plain text: https://secwatch.observer/filing/0000950170-23-048229.txt ## Key facts - Shareholder Votes NetApp, Inc. shareholders approved Proposal to approve an advisory vote on Named Executive Officer compensation.. - Proposal: say on pay - Outcome: passed source text: 1. Proposal to approve an advisory vote on Named Executive Officer compensation. Votes For Votes Against Abstentions Broker Nonvotes* 168,328,315 6,803,466 198,590 18,293,811 The proposal was approved. evidence_url: https://www.sec.gov/Archives/edgar/data/1002047/000095017023048229/0000950170-23-048229-index.htm - Shareholder Votes NetApp, Inc. shareholders approved Proposal to ratify the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the fiscal year ending April 26, 2024. at the 2024-04-26 meeting. - Proposal: auditor ratification - Outcome: passed - Meeting: 2024-04-26 source text: 3. Proposal to ratify the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the fiscal year ending April 26, 2024. Votes For Votes Against Abstentions Broker Nonvotes* 183,208,746 10,347,645 67,791 0 The proposal was approved. evidence_url: https://www.sec.gov/Archives/edgar/data/1002047/000095017023048229/0000950170-23-048229-index.htm - Shareholder Votes NetApp, Inc. shareholders approved Proposal to approve an amendment to the 2021 Plan.. - Proposal: equity plan - Outcome: passed source text: 6. Proposal to approve an amendment to the 2021 Plan. Votes For Votes Against Abstentions Broker Nonvotes* 107,022,921 68,187,041 120,409 18,293,811 The proposal was approved. evidence_url: https://www.sec.gov/Archives/edgar/data/1002047/000095017023048229/0000950170-23-048229-index.htm - Shareholder Votes NetApp, Inc. shareholders approved Proposal to approve an advisory vote on the frequency of future advisory votes on Named Executive Officer compensation.. - Proposal: say on pay frequency - Outcome: passed source text: 2. Proposal to approve an advisory vote on the frequency of future advisory votes on Named Executive Officer compensation. 1 Year 2 Years 3 Years Abstentions 172,918,138 92,133 2,251,359 68,741 Based on the results of the stockholder advisory vote and consistent with the Board's recommendation, the Company will continue to hold an advisory vote on the compensation of named executive officers every year. evidence_url: https://www.sec.gov/Archives/edgar/data/1002047/000095017023048229/0000950170-23-048229-index.htm - Shareholder Votes NetApp, Inc. shareholders approved Proposal to approve an amendment to the Purchase Plan.. - Proposal: equity plan - Outcome: passed source text: 5. Proposal to approve an amendment to the Purchase Plan. Votes For Votes Against Abstentions Broker Nonvotes* 173,217,410 2,040,237 72,724 18,293,811 The proposal was approved. evidence_url: https://www.sec.gov/Archives/edgar/data/1002047/000095017023048229/0000950170-23-048229-index.htm - Shareholder Votes NetApp, Inc. shareholders rejected Stockholder proposal requesting the Board to consider a special shareholder meeting improvement.. - Outcome: failed source text: 4. Stockholder proposal requesting the Board to consider a special shareholder meeting improvement. Votes For Votes Against Abstentions Broker Nonvotes* 69,697,996 105,449,336 183,039 18,293,811 The proposal was not approved. evidence_url: https://www.sec.gov/Archives/edgar/data/1002047/000095017023048229/0000950170-23-048229-index.htm - Shareholder Votes NetApp, Inc. shareholders approved Election of Directors. - Proposal: director election - Outcome: passed source text: at Annual Meeting, the stockholders of the Company elected the following individuals to serve as members of the Board for the ensuing year or until their respective successors are duly elected and qualified. No members of the Board had continuing terms without election. Abstentions do not impact the outcome of the vote for director elections. Nominee Votes For Votes Against Abstentions Broker Nonvotes* T. Michael Nevens 165,288,916 9,819,464 221,991 18,293,811 Deepak Ahuja 173,861,353 1,325,353 143,665 18,293,811 Gerald Held 170,963,356 4,220,027 146,988 18,293,811 Kathryn M. Hill 172,382,477 2,805,918 141,976 18,293,811 Deborah L. Kerr 174,396,419 797,058 136,894 18,293,811 George Kurian 173,561,621 1,633,473 135,277 18,293,811 Carrie Palin 174,450,023 728,815 151,533 18,293,811 Scott F. Schenkel 171,862,435 3,321,935 146,001 18,293,811 George T. Shaheen 167,270,614 7,912,379 147,378 18,293,811 evidence_url: https://www.sec.gov/Archives/edgar/data/1002047/000095017023048229/0000950170-23-048229-index.htm This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.