{"schema_version":"secwatch.filing_event.v1","accession":"0001294133-26-000021","form_type":"8-K","ticker":"INGN","cik":"0001294133","company_name":"Inogen Inc","filed_at":"2026-06-11T20:32:10+00:00","discovered_at":"2026-06-11T20:33:11.346724+00:00","generated_at":"2026-06-11T20:34:04.849298+00:00","sec_items":["5.02","5.07","9.01"],"event_type":"other_material","sentiment":"neutral","materiality_score":0.3,"calibrated_materiality_score":0.3,"confidence":"high","headline":"Inogen shareholders approve 750,000-share equity plan increase; declassification vote fails","bullets":["Class III directors Glenn Boehnlein and Mira Sahney elected with 17.3M and 13.3M votes for, respectively.","Ratification of Deloitte & Touche as FY2026 auditor approved (20.4M for, 407K against).","Advisory vote on executive compensation passed (17.3M for, 921K against).","Board declassification amendment failed (17.9M for, 154K against; did not meet required majority).","Amended 2023 Equity Incentive Plan approved, adding 750,000 shares (16.2M for, 2.0M against)."],"urls":{"canonical":"https://secwatch.observer/filing/0001294133-26-000021","json":"https://secwatch.observer/filing/0001294133-26-000021.json","markdown":"https://secwatch.observer/filing/0001294133-26-000021.md","text":"https://secwatch.observer/filing/0001294133-26-000021.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/1294133/000129413326000021/0001294133-26-000021-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1294133/000129413326000021/ingn-20260605.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-06-11T20:34:04.849298+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":"076e796773aa8a8e2c35935b8c335a1b0bedc279","claim":"Inogen Inc shareholders rejected Amendment to Declassify the Board.","evidence_excerpt":"The Company’s stockholders did not approve the amendment to the Company's Thirteenth Amended and Restated Certificate of Incorporation to declassify the Board. The votes regarding the proposal were as follows: Votes For Votes Against Abstentions Broker Non-Votes 17,883,761 154,379 235,085 2,571,716","evidence_source":"SEC 8-K Item 5.07","evidence_url":"https://www.sec.gov/Archives/edgar/data/1294133/000129413326000021/0001294133-26-000021-index.htm","confidence":0.9,"family_label":"Shareholder Votes","details":[{"label":"Proposal","value":"charter amendment"},{"label":"Outcome","value":"failed"}],"fact_type":"shareholder_vote"},{"claim_id":"0f0f5bb7dc4bf999ebb47f163494f3790598b25a","claim":"Inogen Inc shareholders approved Advisory Vote on Executive Compensation.","evidence_excerpt":"The Company’s stockholders approved the named executive officers’ compensation as disclosed in the Proxy. The votes regarding the proposal were as follows: Votes For Votes Against Abstentions Broker Non-Votes 17,316,134 921,787 35,304 2,571,716","evidence_source":"SEC 8-K Item 5.07","evidence_url":"https://www.sec.gov/Archives/edgar/data/1294133/000129413326000021/0001294133-26-000021-index.htm","confidence":0.9,"family_label":"Shareholder Votes","details":[{"label":"Proposal","value":"say on pay"},{"label":"Outcome","value":"passed"}],"fact_type":"shareholder_vote"},{"claim_id":"233e5339030afe19c87da6c88e5a579bd67123bb","claim":"Inogen Inc shareholders approved Approval of the Amended and Restated 2023 Equity Incentive Plan.","evidence_excerpt":"The Company’s stockholders approved the adoption of the Amended and Restated 2023 Equity Incentive Plan. The votes regarding the proposal were as follows: Votes For Votes Against Abstentions Broker Non-Votes 16,208,966 2,009,937 54,322 2,571,716","evidence_source":"SEC 8-K Item 5.07","evidence_url":"https://www.sec.gov/Archives/edgar/data/1294133/000129413326000021/0001294133-26-000021-index.htm","confidence":0.9,"family_label":"Shareholder Votes","details":[{"label":"Proposal","value":"equity plan"},{"label":"Outcome","value":"passed"}],"fact_type":"shareholder_vote"},{"claim_id":"5a4ab15c4b41d6853399f7a3efa32a9fe9148576","claim":"Inogen Inc shareholders approved Election of Class III Directors.","evidence_excerpt":"The following nominees were elected to serve as Class III directors, to hold office until the Company’s 2029 annual meeting of stockholders or until his or her respective successor has been duly elected and qualified: Nominee Votes For Votes Withheld Broker Non-Votes Glenn Boehnlein 17,324,463 948,762 2,571,716 Mira Sahney 13,276,829 4,996,396 2,571,716","evidence_source":"SEC 8-K Item 5.07","evidence_url":"https://www.sec.gov/Archives/edgar/data/1294133/000129413326000021/0001294133-26-000021-index.htm","confidence":0.9,"family_label":"Shareholder Votes","details":[{"label":"Proposal","value":"director election"},{"label":"Outcome","value":"passed"}],"fact_type":"shareholder_vote"},{"claim_id":"b0bda0af291679731d0195bf15d574100fea4291","claim":"Inogen Inc shareholders approved Ratification of Appointment of Independent Registered Public Accounting Firm at the 2026-12-31 meeting.","evidence_excerpt":"The appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026 was ratified based on the following results of voting: Votes For Votes Against Abstentions Broker Non-Votes 20,395,716 407,035 42,190 —","evidence_source":"SEC 8-K Item 5.07","evidence_url":"https://www.sec.gov/Archives/edgar/data/1294133/000129413326000021/0001294133-26-000021-index.htm","confidence":0.9,"family_label":"Shareholder Votes","details":[{"label":"Proposal","value":"auditor ratification"},{"label":"Outcome","value":"passed"},{"label":"Meeting","value":"2026-12-31"}],"fact_type":"shareholder_vote"}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}