Teradyne stockholders approve charter amendment lowering voting thresholds; elect directors

TERADYNE, INC

At May 9 annual meeting, eight director nominees elected with over 122M votes each; Paul Tufano had 124.8M for, 5.1M against.
Advisory say-on-pay approved: 115.8M for, 14.0M against, 94K abstain.
Amendment to lower voting requirement for charter amendments and dissolution from super-majority to simple majority approved (129.3M for, 509K against).
Ratification of PwC as auditor for FY2024: 129.3M for, 9.7M against, 430K abstain.
Restated Articles of Organization filed with Massachusetts Secretary of Commonwealth effective May 9.

Key facts

Extracted from this filing and checked against the source text.

Governance Changes SEC 8-K Item 5.03/5.05/5.06 confidence 0.9

TERADYNE, INC: Lowered voting requirement for shareholder approval of amendments to Articles of Organization and voluntary dissolution from super-majority to simple majority (effective 2024-05-09).

Change: charter amendment
Effective: 2024-05-09

Exact text from the filing

At the Annual Meeting, the Company’s stockholders approved amendments to the Company’s Articles of Organization to lower the voting requirement for shareholder approval of an amendment of the Articles of Organization and for approval of a voluntary dissolution of the Company from a super-majority to a simple-majority.

View on SEC.gov

Shareholder Votes SEC 8-K Item 5.07 confidence 0.9

TERADYNE, INC shareholders approved To approve, in a non-binding, advisory vote, the compensation of the Company’s named executive officers.

Proposal: say on pay
Outcome: passed

Exact text from the filing

The compensation of the Company’s named executive officers was approved on an non-binding, advisory basis by a vote of stockholders as follows: Votes For Votes Against Votes Abstained Broker Non-Votes 115,813,097 14,029,998 114,593 9,484,875

View on SEC.gov

Shareholder Votes SEC 8-K Item 5.07 confidence 0.9

TERADYNE, INC shareholders approved To ratify the selection of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2024.

Proposal: auditor ratification
Outcome: passed

Exact text from the filing

The proposal was approved by a vote of stockholders as follows: Votes For Votes Against Votes Abstained 129,272,197 9,739,988 430,378

View on SEC.gov

Shareholder Votes SEC 8-K Item 5.07 confidence 0.9

TERADYNE, INC shareholders approved To approve an amendment to the Company’s Articles of Organization to lower the voting requirement for approval of an amendment of its Articles of Organization and for approval of a voluntary dissolution of the Company from a super-majority to a simple majority.

Proposal: charter amendment
Outcome: passed

Exact text from the filing

The proposal was approved by a vote of stockholders as follows: Votes For Votes Against Votes Abstained Broker Non-Votes 129,344,611 509,210 103,867 9,484,875

View on SEC.gov

Shareholder Votes SEC 8-K Item 5.07 confidence 0.9

TERADYNE, INC shareholders approved Election of eight nominees to the Board of Directors.

Proposal: director election
Outcome: passed

Exact text from the filing

Each nominee for director was elected by a vote of the stockholders as follows: Nominee Votes For Votes Against Votes Abstained Broker Non-Votes Peter Herweck 122,114,472 7,756,799 86,417 9,484,875

View on SEC.gov

59 governance changes filed in the last 30 days. Browse all governance changes →

TERADYNE, INC filing history →

Source: SEC EDGAR

accession 0001193125-24-136164

view filing index on sec.gov

view primary document

Machine-readable: JSON · Markdown · Plain text

This headline and bullets were generated automatically by deepseek-v4-flash:cloud@v2 from the public filing. Read the source on SEC.gov before relying on any specific claim. Not investment advice. See methodology for how this pipeline works.