---
schema_version: "secwatch.filing_event.v1"
accession: "0001193125-23-164427"
form_type: "8-K"
ticker: "QLYS"
cik: "0001107843"
company_name: "QUALYS, INC."
filed_at: "2023-06-09T23:59:59+00:00"
generated_at: "2026-06-14T03:30:57.273288+00:00"
event_type: "other"
sentiment: "neutral"
materiality_score: 0.15
calibrated_materiality_score: 0.15
confidence: "high"
source: SEC EDGAR
---

# Qualys shareholders elect directors Pfeiffer and Zangardi, approve auditor and executive compensation at annual meeting

## Summary
- Wendy M. Pfeiffer and John Zangardi elected as Class II directors for three-year terms ending 2026.
- Ratification of Grant Thornton LLP as independent auditor for FY2023 received 33,863,120 votes for, 137,211 against.
- Advisory vote on executive compensation passed with 26,735,409 for, 3,738,597 against, and 20,464 abstentions.
- General Peter Pace resigned as director effective June 7, 2023; board now has six members across three classes.
- Approximately 92.1% of outstanding shares were represented at the meeting.

## SEC filing metadata
- accession: 0001193125-23-164427
- form_type: 8-K
- ticker: QLYS
- cik: 0001107843
- company_name: QUALYS, INC.
- filed_at: 2023-06-09T23:59:59+00:00
- event_type: other
- sentiment: neutral
- materiality_score: 0.15
- calibrated_materiality_score: 0.15
- confidence: high
- sec_items: 5.07
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1107843/000119312523164427/0001193125-23-164427-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1107843/000119312523164427/d511432d8k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001193125-23-164427
- JSON: https://secwatch.observer/filing/0001193125-23-164427.json
- Plain text: https://secwatch.observer/filing/0001193125-23-164427.txt

## Key facts
- Shareholder Votes
  QUALYS, INC. shareholders approved Ratification of the Appointment of Independent Registered Public Accounting Firm at the 2023-06-07 meeting.
  - Proposal: auditor ratification
  - Outcome: passed
  - Meeting: 2023-06-07
  source text: Proposal Two – Ratification of the Appointment of Independent Registered Public Accounting Firm The stockholders ratified the appointment of Grant Thornton LLP as the Company’s independent registered public accounting firm for the Company’s fiscal year ending December 31, 2023. Votes For Votes Against Abstentions Broker Non-Votes 33,863,120 137,211 12,702 —
  evidence_url: https://www.sec.gov/Archives/edgar/data/1107843/000119312523164427/0001193125-23-164427-index.htm
- Shareholder Votes
  QUALYS, INC. shareholders approved Advisory Approval of Executive Compensation at the 2023-06-07 meeting.
  - Proposal: say on pay
  - Outcome: passed
  - Meeting: 2023-06-07
  source text: Proposal Three – Advisory Approval of Executive Compensation The stockholders cast their votes with respect to the advisory vote to approve the compensation of the Company’s named executive officers as described in the Company’s definitive proxy statement filed with the Securities and Exchange Commission on April 20, 2023, as follows: Votes For Votes Against Abstentions Broker Non-Votes 26,735,409 3,738,597 20,464 3,518,563
  evidence_url: https://www.sec.gov/Archives/edgar/data/1107843/000119312523164427/0001193125-23-164427-index.htm
- Shareholder Votes
  QUALYS, INC. shareholders approved Election of Directors at the 2023-06-07 meeting.
  - Proposal: director election
  - Outcome: passed
  - Meeting: 2023-06-07
  source text: Proposal One – Election of Directors The stockholders elected each of the following nominees as Class II directors to serve on the Company’s board of directors (the “ Board ”) until the Company’s 2026 annual meeting of stockholders or until their respective successors are duly elected and qualified. Nominee Votes For Votes Withheld Broker Non-Votes Wendy M. Pfeiffer 24,373,176 6,121,294 3,518,563 John Zangardi 28,631,995 1,862,475 3,518,563
  evidence_url: https://www.sec.gov/Archives/edgar/data/1107843/000119312523164427/0001193125-23-164427-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.