---
schema_version: "secwatch.filing_event.v1"
accession: "0001387467-23-000096"
form_type: "8-K"
ticker: "AOSL"
cik: "0001387467"
company_name: "ALPHA & OMEGA SEMICONDUCTOR Ltd"
filed_at: "2023-11-14T23:59:59+00:00"
generated_at: "2026-06-08T03:18:10.844464+00:00"
event_type: "other"
sentiment: "neutral"
materiality_score: 0.2
calibrated_materiality_score: 0.15
confidence: "high"
source: SEC EDGAR
---

# Alpha and Omega shareholders approve all six proposals at 2023 annual meeting

## Summary
- All nine director nominees elected each with >20.4M votes for and <0.3M withheld.
- Advisory say-on-pay approved (20.3M for, 351K against); frequency set to every year.
- 2018 Omnibus Incentive Plan amendment approved (17.6M for, 3.1M against).
- 2018 Employee Share Purchase Plan amendment approved (20.6M for, 104K against).
- Baker Tilly US, LLP ratified as auditor for FY2024 (24.3M for, 97K against).

## SEC filing metadata
- accession: 0001387467-23-000096
- form_type: 8-K
- ticker: AOSL
- cik: 0001387467
- company_name: ALPHA & OMEGA SEMICONDUCTOR Ltd
- filed_at: 2023-11-14T23:59:59+00:00
- event_type: other
- sentiment: neutral
- materiality_score: 0.2
- calibrated_materiality_score: 0.15
- confidence: high
- sec_items: 5.07
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1387467/000138746723000096/0001387467-23-000096-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1387467/000138746723000096/aosl-20231109.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001387467-23-000096
- JSON: https://secwatch.observer/filing/0001387467-23-000096.json
- Plain text: https://secwatch.observer/filing/0001387467-23-000096.txt

## Key facts
- Shareholder Votes
  ALPHA & OMEGA SEMICONDUCTOR Ltd shareholders approved Election of nine directors to serve until the 2024 Annual General Meeting at the 2023-11-09 meeting.
  - Proposal: director election
  - Outcome: passed
  - Meeting: 2023-11-09
  source text: The following nine directors were elected to serve on the Board of Directors of the Company (the “Board”) until the 2024 Annual General Meeting of Shareholders or until their respective successors have been duly elected and qualified, as set forth below:
  evidence_url: https://www.sec.gov/Archives/edgar/data/1387467/000138746723000096/0001387467-23-000096-index.htm
- Shareholder Votes
  ALPHA & OMEGA SEMICONDUCTOR Ltd shareholders approved Amendment and restatement of 2018 Omnibus Incentive Plan to increase authorized shares at the 2023-11-09 meeting.
  - Proposal: equity plan
  - Outcome: passed
  - Meeting: 2023-11-09
  source text: The Company’s shareholders approved an amendment to and restatement of the Company's 2018 Omnibus Incentive Plan to increase the number of common shares authorized for issuance under such plan, by the following votes:
  evidence_url: https://www.sec.gov/Archives/edgar/data/1387467/000138746723000096/0001387467-23-000096-index.htm
- Shareholder Votes
  ALPHA & OMEGA SEMICONDUCTOR Ltd shareholders approved Amendment and restatement of 2018 Employee Share Purchase Plan to increase authorized shares at the 2023-11-09 meeting.
  - Proposal: equity plan
  - Outcome: passed
  - Meeting: 2023-11-09
  source text: The Company’s shareholders approved an amendment to and restatement of the Company’s 2018 Employee Share Purchase Plan to increase the number of common shares authorized for issuance under such plan, by the following votes:
  evidence_url: https://www.sec.gov/Archives/edgar/data/1387467/000138746723000096/0001387467-23-000096-index.htm
- Shareholder Votes
  ALPHA & OMEGA SEMICONDUCTOR Ltd shareholders approved Advisory vote on frequency of say-on-pay (every year, every two years, or every three years) at the 2023-11-09 meeting.
  - Proposal: say on pay frequency
  - Outcome: passed
  - Meeting: 2023-11-09
  source text: The Company’s shareholders voted on, on an advisory basis, whether the advisory shareholder vote to approve the compensation of the Company’s named executive officers should occur every year, once every two years or once every three years, as follows:
  evidence_url: https://www.sec.gov/Archives/edgar/data/1387467/000138746723000096/0001387467-23-000096-index.htm
- Shareholder Votes
  ALPHA & OMEGA SEMICONDUCTOR Ltd shareholders approved Ratification of Baker Tilly US, LLP as independent registered public accounting firm for fiscal 2024 at the 2023-11-09 meeting.
  - Proposal: auditor ratification
  - Outcome: passed
  - Meeting: 2023-11-09
  source text: The Company’s shareholders ratified and approved the appointment of Baker Tilly US, LLP as the Company’s independent registered public accounting firm, and authorized the Board, acting through its audit committee, to determine the remuneration of such accounting firm, for the fiscal year ending June 30, 2024, by the votes set forth below:
  evidence_url: https://www.sec.gov/Archives/edgar/data/1387467/000138746723000096/0001387467-23-000096-index.htm
- Shareholder Votes
  ALPHA & OMEGA SEMICONDUCTOR Ltd shareholders approved Advisory vote to approve named executive officer compensation at the 2023-11-09 meeting.
  - Proposal: say on pay
  - Outcome: passed
  - Meeting: 2023-11-09
  source text: The Company’s shareholders approved, on an advisory basis, the compensation of the Company’s named executive officers as described in the proxy statement, by the following votes:
  evidence_url: https://www.sec.gov/Archives/edgar/data/1387467/000138746723000096/0001387467-23-000096-index.htm

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