8-K
filed May 19, 2023, 7:59 PM ET
ticker DXCM
CIK 0001093557
other material
confidence high
sentiment neutral
materiality 0.50
DexCom amends severance plan boosting CEO payouts; shareholders reelect directors and set say-on-pay to annual
DEXCOM INC
- CEO severance salary increased to 24 months (from 18) outside change of control; to 36 months (from 18) during a change of control.
- C-Level/SVP executives' severance salary during change of control increased to 24 months (from 12).
- Shareholders elected all seven director nominees, each receiving between ~324M and ~333M votes for.
- Non-binding say-on-pay approved with ~93% support; shareholders voted for annual frequency.
- Stockholder proposal on pay equity disclosure rejected with ~64% against.
Key facts
Extracted from this filing and checked against the source text.
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
DEXCOM INC shareholders approved Election of seven directors at the 2023-05-18 meeting.
- Proposal
- director election
- Outcome
- passed
- Meeting
- 2023-05-18
Exact text from the filing
Holders of Dexcom’s common stock voted to elect seven directors, each to serve until Dexcom’s 2024 Annual Meeting of Stockholders and until their successor has been elected and qualified, or until their earlier death, resignation or removal as follows: Name For Against Abstentions Broker Non-Votes Steven R. Altman 325,874,437 10,807,788 175,214 16,349,688 Richard A. Collins 328,449,788 8,223,746 183,905 16,349,688 Karen Dahut 333,283,921 3,395,511 178,007 16,349,688 Mark G. Foletta 327,154,744 8,407,194 1,295,501 16,349,688 Barbara E. Kahn 324,355,913 12,324,870 176,656 16,349,688 Kyle Malady 329,175,433 7,502,036 179,970 16,349,688 Eric J. Topol, M.D. 333,532,810 3,150,136 174,493 16,349,688
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
DEXCOM INC shareholders approved Ratification of Ernst & Young LLP as independent auditor at the 2023-05-18 meeting.
- Proposal
- auditor ratification
- Outcome
- passed
- Meeting
- 2023-05-18
Exact text from the filing
Holders of Dexcom’s common stock voted to ratify the selection by the Audit Committee of the Board of Directors for the appointment of Ernst & Young LLP as its independent registered public accounting firm for the fiscal year ending December 31, 2023: Number of Shares Shares Voted in Favor: 337,756,034 Shares Voted Against: 15,338,845 Shares Abstaining: 112,248
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
DEXCOM INC shareholders rejected Stockholder proposal regarding pay equity disclosure at the 2023-05-18 meeting.
- Outcome
- failed
- Meeting
- 2023-05-18
Exact text from the filing
Holders of Dexcom’s common stock rejected the stockholder proposal regarding pay equity disclosure: Number of Shares Shares Voted in Favor: 116,858,384 Shares Voted Against: 208,464,621 Shares Abstaining: 11,534,433 Broker Non-Votes: 16,349,688
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
DEXCOM INC shareholders approved Non-binding advisory vote on the frequency of say-on-pay votes at the 2023-05-18 meeting.
- Proposal
- say on pay frequency
- Outcome
- passed
- Meeting
- 2023-05-18
Exact text from the filing
Holders of Dexcom’s common stock voted to approve the non-binding advisory resolution on the frequency of the advisory vote on executive compensation: Number of Shares Shares Voted for One Year: 333,293,629 Shares Voted for Two Years: 79,793 Shares Voted for Three Years: 3,311,723 Shares Abstaining: 172,294
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.9
DEXCOM INC shareholders approved Advisory vote on executive compensation at the 2023-05-18 meeting.
- Proposal
- say on pay
- Outcome
- passed
- Meeting
- 2023-05-18
Exact text from the filing
Holders of Dexcom’s common stock voted to approve the non-binding vote on an advisory resolution on compensation paid to Dexcom’s named executive officers, as disclosed pursuant to Item 402 of Regulation S-K, including compensation discussion and analysis, compensation tables and narrative discussion: Number of Shares Shares Voted in Favor: 314,149,421 Shares Voted Against: 22,473,694 Shares Abstaining: 234,324 Broker Non-Votes: 16,349,688
View on SEC.gov
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