---
schema_version: "secwatch.filing_event.v1"
accession: "0001437749-26-019363"
form_type: "8-K"
ticker: "CEVA"
cik: "0001173489"
company_name: "CEVA INC"
filed_at: "2026-06-03T20:09:22+00:00"
generated_at: "2026-06-03T20:37:22.252741+00:00"
event_type: "other_material"
sentiment: "neutral"
materiality_score: 0.25
calibrated_materiality_score: 0.15
confidence: "high"
source: SEC EDGAR
---

# Ceva shareholders elect directors and approve say-on-pay and auditor ratification at 2026 annual meeting

## Summary
- Seven directors elected: Andrietti, Faintuch, Liu, Marced, McManamon, Panush, Silver; each received >17M votes for.
- Advisory say-on-pay proposal approved with 9.5M for vs 9.4M against (excluding 3.2M broker non-votes).
- Ratification of Ernst & Young as FY2026 auditor approved with 21.7M for, 385k against, and no broker non-votes.
- Broker non-votes totaled 3.2M on director election and say-on-pay proposals.

## SEC filing metadata
- accession: 0001437749-26-019363
- form_type: 8-K
- ticker: CEVA
- cik: 0001173489
- company_name: CEVA INC
- filed_at: 2026-06-03T20:09:22+00:00
- event_type: other_material
- sentiment: neutral
- materiality_score: 0.25
- calibrated_materiality_score: 0.15
- confidence: high
- sec_items: 5.07
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1173489/000143774926019363/0001437749-26-019363-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1173489/000143774926019363/ceva20260603_8k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001437749-26-019363
- JSON: https://secwatch.observer/filing/0001437749-26-019363.json
- Plain text: https://secwatch.observer/filing/0001437749-26-019363.txt

## Key facts
- Shareholder Votes
  CEVA INC shareholders approved Advisory vote to approve the Company's named executive officer compensation at the 2026-06-02 meeting.
  - Proposal: say on pay
  - Outcome: passed
  - Meeting: 2026-06-02
  source text: Proposal 2: Compensation of the Named Executive Officers The advisory vote to approve the Company’s named executive officer compensation was approved as follows: Votes For Votes Against Abstentions Broker Non-Votes 9,497,742 9,405,918 14,552 3,196,620
  evidence_url: https://www.sec.gov/Archives/edgar/data/1173489/000143774926019363/0001437749-26-019363-index.htm
- Shareholder Votes
  CEVA INC shareholders approved Election of Directors at the 2026-06-02 meeting.
  - Proposal: director election
  - Outcome: passed
  - Meeting: 2026-06-02
  source text: Proposal 1: Election of Directors The following directors were elected at the meeting to serve for a one-year term until the 2027 annual meeting of stockholders: Name Votes For Votes Against Abstentions Broker Non-Votes Bernadette Andrietti 17,950,281 955,562 12,369 3,196,620 Amir Faintuch 18,829,249 79,064 9,899 3,196,620 Jaclyn Liu 17,209,702 1,698,119 10,391 3,196,620 Maria Marced 18,087,677 820,145 10,390 3,196,620 Peter McManamon 18,240,611 667,701 9,900 3,196,620 Amir Panush 18,833,889 73,727 10,596 3,196,620 Louis Silver 18,108,742 798,267 11,203 3,196,620
  evidence_url: https://www.sec.gov/Archives/edgar/data/1173489/000143774926019363/0001437749-26-019363-index.htm
- Shareholder Votes
  CEVA INC shareholders approved Ratification of Appointment of Independent Auditors at the 2026-06-02 meeting.
  - Proposal: auditor ratification
  - Outcome: passed
  - Meeting: 2026-06-02
  source text: Proposal 3: Ratification of Appointment of Independent Auditors The selection of Kost Forer Gabby & Kasierer, a member of Ernst & Young Global, as independent auditors of the Company for the fiscal year ending December 31, 2026, was ratified as follows: Votes For Votes Against Abstentions Broker Non-Votes 21,719,768 385,124 9,940 -
  evidence_url: https://www.sec.gov/Archives/edgar/data/1173489/000143774926019363/0001437749-26-019363-index.htm

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