8-K
filed May 2, 2023, 7:59 PM ET
ticker ISRG
CIK 0001035267
other
confidence high
sentiment neutral
materiality 0.15
Intuitive Surgical shareholders elect all 11 directors and approve say-on-pay at annual meeting
INTUITIVE SURGICAL INC
- All 11 director nominees elected; top vote-getter Gary Guthart received ~281.3M for, ~1.57M against.
- Advisory say-on-pay passed with 256.3M for (90.4% of votes cast excluding broker non-votes).
- Annual frequency for advisory vote on exec compensation approved with 280.2M for 1-year option.
- Ratification of PwC as auditor for FY2023 passed with 306.7M for, 1.2M against.
- Shareholder proposal on pay equity disclosure rejected with 181.0M against vs 98.8M for.
Key facts
Extracted from this filing and checked against the source text.
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
INTUITIVE SURGICAL INC shareholders approved To consider and approve, on an advisory basis, the compensation of the Company's Named Executive Officers as disclosed in the Proxy Statement.
- Proposal
- say on pay
- Outcome
- passed
Exact text from the filing
Proposal No. 2 : To consider and approve, on an advisory basis, the compensation of the Company's Named Executive Officers as disclosed in the Proxy Statement: For Against Abstain Broker Non-votes 256,335,720 23,958,341 3,398,790 25,189,301 Proposal No. 2 was approved on an advisory basis.
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
INTUITIVE SURGICAL INC shareholders rejected To consider and vote upon a stockholder proposal regarding pay equity disclosure.
- Outcome
- failed
Exact text from the filing
Proposal No. 5 : To consider and vote upon a stockholder proposal regarding pay equity disclosure: For Against Abstain Broker Non-votes 98,764,665 180,992,684 3,935,502 25,189,301 Proposal No. 5 was rejected.
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
INTUITIVE SURGICAL INC shareholders approved To elect eleven members to the Board to serve a one-year term expiring at the 2024 Annual Meeting of Stockholders.
- Proposal
- director election
- Outcome
- passed
Exact text from the filing
Proposal No. 1 : To elect eleven members to the Board to serve a one-year term expiring at the 2024 Annual Meeting of Stockholders:
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
INTUITIVE SURGICAL INC shareholders approved To consider and approve, on an advisory basis, the frequency of the advisory vote on the compensation of the Company's Named Executive Officers as disclosed in the Proxy Statement.
- Proposal
- say on pay frequency
- Outcome
- passed
Exact text from the filing
Proposal No. 3 : To consider and approve, on an advisory basis, the frequency of the advisory vote on the compensation of the Company's Named Executive Officers as disclosed in the Proxy Statement: 1 Year 2 Years 3 Years Abstain Broker Non-votes 280,214,412 229,749 2,745,574 503,116 25,189,301 The annual frequency was approved on an advisory basis.
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
INTUITIVE SURGICAL INC shareholders approved To ratify the appointment of PricewaterhouseCoopers LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2023 at the 2023-12-31 meeting.
- Proposal
- auditor ratification
- Outcome
- passed
- Meeting
- 2023-12-31
Exact text from the filing
Proposal No. 4 : To ratify the appointment of PricewaterhouseCoopers LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2023: For Against Abstain 306,654,434 1,157,337 1,070,381 Proposal No. 4 was approved.
View on SEC.gov
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