---
schema_version: "secwatch.filing_event.v1"
accession: "0001193125-26-275864"
form_type: "8-K"
ticker: "GH"
cik: "0001576280"
company_name: "Guardant Health, Inc."
filed_at: "2026-06-18T20:11:36+00:00"
generated_at: "2026-06-18T20:18:54.321124+00:00"
event_type: "other_material"
sentiment: "negative"
materiality_score: 0.5
calibrated_materiality_score: 0.15
confidence: "high"
source: SEC EDGAR
---

# Guardant Health annual meeting: say-on-pay proposal fails; directors elected, auditor ratified

## Summary
- Directors Ian Clark and Manuel Hidalgo Medina elected with 70.5M and 81.9M votes for, respectively.
- Ratification of Deloitte as auditor approved with 115.9M votes for, 15,250 against.
- Advisory vote on executive compensation (say-on-pay) was not approved despite 98.2M for vs 9.9M against; broker non-votes 7.7M.
- Stockholders selected one year as preferred frequency for future advisory votes on exec compensation (108.0M votes for one year).

## SEC filing metadata
- accession: 0001193125-26-275864
- form_type: 8-K
- ticker: GH
- cik: 0001576280
- company_name: Guardant Health, Inc.
- filed_at: 2026-06-18T20:11:36+00:00
- event_type: other_material
- sentiment: negative
- materiality_score: 0.5
- calibrated_materiality_score: 0.15
- confidence: high
- sec_items: 5.07
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1576280/000119312526275864/0001193125-26-275864-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1576280/000119312526275864/d166199d8k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001193125-26-275864
- JSON: https://secwatch.observer/filing/0001193125-26-275864.json
- Plain text: https://secwatch.observer/filing/0001193125-26-275864.txt

## Key facts
- Shareholder Votes
  Guardant Health, Inc. shareholders approved Ratification of the selection of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2026 at the 2026-06-17 meeting.
  - Proposal: auditor ratification
  - Outcome: passed
  - Meeting: 2026-06-17
  source text: Proposal 2 in the Proxy Statement, a proposal to ratify the selection of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2026, was approved by the following vote: Votes For Votes Against Abstentions 115,899,030 15,250 243,870
  evidence_url: https://www.sec.gov/Archives/edgar/data/1576280/000119312526275864/0001193125-26-275864-index.htm
- Shareholder Votes
  Guardant Health, Inc. shareholders approved Election of the nominees for director at the 2026-06-17 meeting.
  - Proposal: director election
  - Outcome: passed
  - Meeting: 2026-06-17
  source text: All of the nominees for director listed in Proposal 1 in the Company’s Definitive Proxy Statement on Schedule 14A, as filed with the Securities and Exchange Commission on April 28, 2026 (the “Proxy Statement”), were elected to serve on the Company’s board of directors by the following vote: Name of Nominee Votes For Votes Withheld Broker Non-Votes Ian Clark 70,526,891 37,916,548 7,714,711 Manuel Hidalgo Medina 81,925,123 26,518,316 7,714,711
  evidence_url: https://www.sec.gov/Archives/edgar/data/1576280/000119312526275864/0001193125-26-275864-index.htm
- Shareholder Votes
  Guardant Health, Inc. shareholders rejected Advisory vote to approve the compensation of the Company’s named executive officers at the 2026-06-17 meeting.
  - Proposal: say on pay
  - Outcome: failed
  - Meeting: 2026-06-17
  source text: Proposal 3 in the Proxy Statement, a proposal to approve, on an advisory (non-binding) basis, the compensation of the Company’s named executive officers, was not approved by the following vote: Votes For Votes Against Abstentions Broker Non-Votes 98,236,639 9,905,190 301,610 7,714,711
  evidence_url: https://www.sec.gov/Archives/edgar/data/1576280/000119312526275864/0001193125-26-275864-index.htm
- Shareholder Votes
  Guardant Health, Inc. shareholders approved Advisory vote on the frequency of future stockholder advisory votes regarding the compensation of the Company’s named executive officers at the 2026-06-17 meeting.
  - Proposal: say on pay frequency
  - Outcome: passed
  - Meeting: 2026-06-17
  source text: Proposal 4 in the Proxy Statement, a proposal to determine, on an advisory (non-binding) basis, the frequency of future stockholder advisory votes regarding the compensation of the Company’s named executive officers, was determined as follows: Votes Cast for One Year Votes Cast For Two Years Votes Cast for Three Years Abstentions Broker Non-Votes 107,997,996 14,303 265,413 165,727 7,714,711
  evidence_url: https://www.sec.gov/Archives/edgar/data/1576280/000119312526275864/0001193125-26-275864-index.htm

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