{"schema_version":"secwatch.filing_event.v1","accession":"0001104659-23-107090","form_type":"8-K","ticker":"AVAV","cik":"0001368622","company_name":"AeroVironment Inc","filed_at":"2023-10-05T23:59:59+00:00","discovered_at":"2026-05-14T18:03:28.774008+00:00","generated_at":"2026-06-10T03:51:04.200023+00:00","sec_items":["5.02","5.07","8.01","9.01"],"event_type":"other_material","sentiment":"neutral","materiality_score":0.5,"calibrated_materiality_score":0.5,"confidence":"high","headline":"AeroVironment stockholders approve 2023 ESPP, elect directors at annual meeting","bullets":["Stockholders approved 2023 ESPP with 1M shares available, purchase price at no less than 85% of FMV.","Elected Class II directors Philip S. Davidson, Mary Beth Long, and Stephen F. Page for three-year terms.","Ratified Deloitte & Touche as independent auditor for FY ending April 30, 2024 (22.78M for).","Advisory vote on named executive officer compensation approved (20.21M for); frequency set at 1 year.","Board appointed Philip S. Davidson and Cindy Lewis to Audit Committee; Edward Muller elected Lead Independent Director."],"urls":{"canonical":"https://secwatch.observer/filing/0001104659-23-107090","json":"https://secwatch.observer/filing/0001104659-23-107090.json","markdown":"https://secwatch.observer/filing/0001104659-23-107090.md","text":"https://secwatch.observer/filing/0001104659-23-107090.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/1368622/000110465923107090/0001104659-23-107090-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1368622/000110465923107090/tm2327773d1_8k.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-06-10T03:51:04.200023+00:00"},"review":{"review_status":"machine_generated","human_reviewed":false,"corrected":false,"correction_note":null,"correction_timestamp":null,"superseded_by":null,"related_filings":[]},"source_grounded_claims":[{"claim_id":"56c9eecc21b5c30532374cd555de835e5859afd9","claim":"AeroVironment Inc shareholders approved Election of Class II directors at the 2023-09-29 meeting.","evidence_excerpt":"Proposal 1 — Election of Directors The Company’s stockholders elected the three persons nominated by the Board of Directors as Class II directors for a three-year term as follows: Number of Shares Name of Director For Against Abstain Broker Non-Votes Philip S. Davidson 20,014,788 373,790 17,094 2,419,105 Mary Beth Long 20,034,319 354,095 17,258 2,419,105 Stephen F. Page 17,940,261 1,658,524 806,887 2,419,105","evidence_source":"SEC 8-K Item 5.07","evidence_url":"https://www.sec.gov/Archives/edgar/data/1368622/000110465923107090/0001104659-23-107090-index.htm","confidence":0.99,"family_label":"Shareholder Votes","details":[{"label":"Proposal","value":"director election"},{"label":"Outcome","value":"passed"},{"label":"Meeting","value":"2023-09-29"}],"fact_type":"shareholder_vote"},{"claim_id":"7d53eb07f30c3b74357d7c0d75f42dca0b83af5c","claim":"AeroVironment Inc shareholders approved Stockholder proposal to declassify the Board of Directors at the 2023-09-29 meeting.","evidence_excerpt":"Proposal 6 — Stockholder Proposal to Declassify Board of Directors The stockholders approved, by an advisory vote, a stockholder proposal to declassify the Board of Directors by a majority vote by the following vote: Number of Shares For Against Abstain Broker Non-Votes 17,948,385 2,415,444 41,843 2,419,105","evidence_source":"SEC 8-K Item 5.07","evidence_url":"https://www.sec.gov/Archives/edgar/data/1368622/000110465923107090/0001104659-23-107090-index.htm","confidence":0.99,"family_label":"Shareholder Votes","details":[{"label":"Proposal","value":"charter amendment"},{"label":"Outcome","value":"passed"},{"label":"Meeting","value":"2023-09-29"}],"fact_type":"shareholder_vote"},{"claim_id":"982776446ec2998ac92c6eb8f9d2c392c241d647","claim":"AeroVironment Inc shareholders approved Advisory vote on the frequency of future advisory votes on executive compensation at the 2023-09-29 meeting.","evidence_excerpt":"Proposal 4 — Advisory Vote on the Frequency of Future Advisory Votes on the Compensation of the Company’s Named Executive Officers The Company’s stockholders approved, by an advisory vote, a frequency of “1 year” for future advisory votes on the compensation of the Company’s named executive officers, by the following vote: Every 1 Year Every 2 Years Every 3 Years Abstain Broker Non-Votes 19,626,372 26,548 728,596 24,156 2,419,105","evidence_source":"SEC 8-K Item 5.07","evidence_url":"https://www.sec.gov/Archives/edgar/data/1368622/000110465923107090/0001104659-23-107090-index.htm","confidence":0.99,"family_label":"Shareholder Votes","details":[{"label":"Proposal","value":"say on pay frequency"},{"label":"Outcome","value":"passed"},{"label":"Meeting","value":"2023-09-29"}],"fact_type":"shareholder_vote"},{"claim_id":"b59e778bf149e2df2c5f11e9b67632e2a60530a9","claim":"AeroVironment Inc shareholders approved Approval of the AeroVironment, Inc. 2023 Employee Stock Purchase Plan at the 2023-09-29 meeting.","evidence_excerpt":"Proposal 5 — Approval of the AeroVironment, Inc. 2023 Employee Stock Purchase Plan The Company’s stockholders approved the adoption and effectiveness of the 2023 ESPP by the following vote: Number of Shares For Against Abstain Broker Non-Votes 20,315,320 70,930 19,422 2,419,105","evidence_source":"SEC 8-K Item 5.07","evidence_url":"https://www.sec.gov/Archives/edgar/data/1368622/000110465923107090/0001104659-23-107090-index.htm","confidence":0.99,"family_label":"Shareholder Votes","details":[{"label":"Proposal","value":"equity plan"},{"label":"Outcome","value":"passed"},{"label":"Meeting","value":"2023-09-29"}],"fact_type":"shareholder_vote"},{"claim_id":"c63a14e82e579d6aed7432615c7b9d39fd6167bd","claim":"AeroVironment Inc shareholders approved Advisory vote on the compensation of named executive officers at the 2023-09-29 meeting.","evidence_excerpt":"Proposal 3 — Advisory Vote on the Compensation of the Company’s Named Executive Officers The Company’s stockholders approved, by an advisory vote, the compensation of the Company’s named executive officers, as disclosed in the proxy statement, by the following vote: Number of Shares For Against Abstain Broker Non-Votes 20,211,327 160,493 33,852 2,419,105","evidence_source":"SEC 8-K Item 5.07","evidence_url":"https://www.sec.gov/Archives/edgar/data/1368622/000110465923107090/0001104659-23-107090-index.htm","confidence":0.99,"family_label":"Shareholder Votes","details":[{"label":"Proposal","value":"say on pay"},{"label":"Outcome","value":"passed"},{"label":"Meeting","value":"2023-09-29"}],"fact_type":"shareholder_vote"},{"claim_id":"d48f52014ae25d37dcf2609d613661505bd9e861","claim":"AeroVironment Inc shareholders approved Ratification of Deloitte & Touche LLP as independent auditors at the 2023-09-29 meeting.","evidence_excerpt":"Proposal 2 — Ratification of Company’s Independent Auditors The Audit Committee selected Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the fiscal year ending April 30, 2024. The Company’s stockholders ratified the selection of Deloitte & Touche LLP as follows: Number of Shares For Against Abstain 22,781,258 20,909 22,610","evidence_source":"SEC 8-K Item 5.07","evidence_url":"https://www.sec.gov/Archives/edgar/data/1368622/000110465923107090/0001104659-23-107090-index.htm","confidence":0.99,"family_label":"Shareholder Votes","details":[{"label":"Proposal","value":"auditor ratification"},{"label":"Outcome","value":"passed"},{"label":"Meeting","value":"2023-09-29"}],"fact_type":"shareholder_vote"}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}