--- schema_version: "secwatch.filing_event.v1" accession: "0001437749-26-020004" form_type: "8-K" ticker: "AXTI" cik: "0001051627" company_name: "AXT INC" filed_at: "2026-06-09T20:22:56+00:00" generated_at: "2026-06-09T20:24:34.162109+00:00" event_type: "other_material" sentiment: "neutral" materiality_score: 0.3 calibrated_materiality_score: 0.3 confidence: "high" source: SEC EDGAR --- # AXT stockholders approve 71% increase in authorized common stock to 120M ## Summary - Authorized common stock raised from 70M to 120M shares, effective June 4, 2026. - Dr. Morris Young (98.3% for) and Dr. David Chang (85% for) re-elected as Class I directors. - Advisory vote on executive compensation approved with 18.3M votes in favor. - BPM ratified as independent auditor for FY2026; 28.6M votes in favor. - Meeting quorum of ~52% (28.9M shares) represented; 5 proposals all passed. ## SEC filing metadata - accession: 0001437749-26-020004 - form_type: 8-K - ticker: AXTI - cik: 0001051627 - company_name: AXT INC - filed_at: 2026-06-09T20:22:56+00:00 - event_type: other_material - sentiment: neutral - materiality_score: 0.3 - calibrated_materiality_score: 0.3 - confidence: high - sec_items: 3.03, 5.03, 5.07, 9.01 - EDGAR index: https://www.sec.gov/Archives/edgar/data/1051627/000143774926020004/0001437749-26-020004-index.htm - EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1051627/000143774926020004/axti20260608_8k.htm ## Machine-readable alternates - HTML: https://secwatch.observer/filing/0001437749-26-020004 - JSON: https://secwatch.observer/filing/0001437749-26-020004.json - Plain text: https://secwatch.observer/filing/0001437749-26-020004.txt ## Key facts - Governance Changes AXT INC: On June 4, 2026, AXT Inc. filed a certificate of amendment to its Restated Certificate of Incorporation to increase the number of authorized shares of common stock from 70,000,000 to 120,000,000, effective upon filing (effective 2026-06-04). - Change: charter amendment - Effective: 2026-06-04 source text: upon receipt of approval by a majority of stockholders of record entitled to vote at the 2026 Meeting as of the record date, on June 4, 2026, the Company filed a certificate of amendment (the “Amendment”) to its Restated Certificate of Incorporation, as amended (the “Restated Certificate of Incorporation”) with the Secretary of State of the State of Delaware to increase the number of authorized shares of common stock of the Company from 70,000,000 to 120,000,000, effective upon filing. evidence_url: https://www.sec.gov/Archives/edgar/data/1051627/000143774926020004/0001437749-26-020004-index.htm - Shareholder Votes AXT INC shareholders approved Approval of an amendment to the Company’s Restated Certificate of Incorporation, as amended, to increase the authorized shares of common stock from 70,000,000 to 120,000,000 at the 2026-06-04 meeting. - Proposal: charter amendment - Outcome: passed - Meeting: 2026-06-04 source text: Proposal 4: Approval of an amendment to the Company’s Restated Certificate of Incorporation, as amended, to increase the authorized shares of common stock from 70,000,000 to 120,000,000 (the “Amendment Proposal”): For Against Abstain 26,991,579 1,870,385 45,259 The Amendment Proposal was approved. evidence_url: https://www.sec.gov/Archives/edgar/data/1051627/000143774926020004/0001437749-26-020004-index.htm - Shareholder Votes AXT INC shareholders approved Election of two (2) Class I directors to hold office for a three-year term and until their successors are elected and qualified at the 2026-06-04 meeting. - Proposal: director election - Outcome: passed - Meeting: 2026-06-04 source text: Proposal 1: Election of two (2) Class I directors to hold office for a three-year term and until their successors are elected and qualified: Name of Director For % Withheld % Broker Non-Votes Dr. Morris Young 18,418,094 98.26% 326,349 1.74% 10,162,780 Dr. David Chang 15,937,028 85.02% 2,807,414 14.98% 10,162,780 Dr. Morris Young and Dr. David Chang were duly elected as Class I directors. evidence_url: https://www.sec.gov/Archives/edgar/data/1051627/000143774926020004/0001437749-26-020004-index.htm - Shareholder Votes AXT INC shareholders approved To approve the adjournment of the annual meeting if necessary or advisable to solicit additional proxies in favor of Amendment Proposal if there are insufficient votes at the time of the annual meeting to approve the Amendment Proposal at the 2026-06-04 meeting. - Outcome: passed - Meeting: 2026-06-04 source text: Proposal 5: To approve the adjournment of the annual meeting if necessary or advisable to solicit additional proxies in favor of Amendment Proposal if there are insufficient votes at the time of the annual meeting to approve the Amendment Proposal (the “Adjournment Proposal”): For Against Abstain 26,383,217 2,475,288 48,718 The Adjournment Proposal was approved. evidence_url: https://www.sec.gov/Archives/edgar/data/1051627/000143774926020004/0001437749-26-020004-index.htm - Shareholder Votes AXT INC shareholders approved Ratification of the appointment of BPM as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026 at the 2026-06-04 meeting. - Proposal: auditor ratification - Outcome: passed - Meeting: 2026-06-04 source text: Proposal 3: Ratification of the appointment of BPM as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026: For Against Abstain 28,619,471 247,944 39,808 The appointment of BPM as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026, was ratified. evidence_url: https://www.sec.gov/Archives/edgar/data/1051627/000143774926020004/0001437749-26-020004-index.htm - Shareholder Votes AXT INC shareholders approved Advisory vote on executive compensation at the 2026-06-04 meeting. - Proposal: say on pay - Outcome: passed - Meeting: 2026-06-04 source text: Proposal 2: Advisory vote on executive compensation: For Against Abstain Broker Non-Votes 18,256,842 410,844 76,757 10,162,780 The compensation of the Company’s named executive officers, as disclosed in the Company’s definitive proxy statement filed with the Securities and Exchange Commission on March 31, 2026, was approved on an advisory basis. evidence_url: https://www.sec.gov/Archives/edgar/data/1051627/000143774926020004/0001437749-26-020004-index.htm This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.