8-K
filed May 21, 2026, 4:10 PM ET
ticker TNDM
CIK 0001438133
other material
confidence high
sentiment neutral
materiality 0.45
Tandem Diabetes shareholders approve charter amendments and equity plan increase at annual meeting
TANDEM DIABETES CARE INC
- Shareholders approved charter amendments to allow removal of directors with or without cause and limit officer liability per DGCL Sections 141(k) and 102(b)(7).
- 2023 Long-Term Incentive Plan amended to increase authorized shares by 3,260,000, bringing total to 8,862,184 shares.
- All nine director nominees elected; Christopher Twomey received 7,034,208 against votes (12.8% of votes cast) but still passed.
- Say-on-pay passed with 53,460,747 for, 1,481,027 against.
- Ernst & Young ratified as independent auditor for fiscal year ending December 31, 2026.
Key facts
Extracted from this filing and checked against the source text.
Shareholder Votes
SEC 8-K Item 5.07
confidence 1.0
TANDEM DIABETES CARE INC shareholders approved To approve the Amended Plan to, among other things, increase the number of shares authorized for issuance under the plan. at the 2026-05-20 meeting.
- Proposal
- equity plan
- Outcome
- passed
- Meeting
- 2026-05-20
Exact text from the filing
Proposal 3 : To approve the Amended Plan to, among other things, increase the number of shares authorized for issuance under the plan. This proposal was approved and the voting results were as follows: For Against Abstain Broker Non-Votes 53,846,696 1,108,529 30,069 2,979,081
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 1.0
TANDEM DIABETES CARE INC shareholders approved To approve an amendment to the Company's Amended and Restated Certificate of Incorporation to, among other things, (i) limit the liability of officers of the Company to the maximum extent permitted by law as permitted pursuant to Section 102(b)(7) of the DGCL, and (ii) implement certain other change at the 2026-05-20 meeting.
- Proposal
- charter amendment
- Outcome
- passed
- Meeting
- 2026-05-20
Exact text from the filing
Proposal 5 : To approve an amendment to the Company’s Amended and Restated Certificate of Incorporation to, among other things, (i) limit the liability of officers of the Company to the maximum extent permitted by law as permitted pursuant to Section 102(b)(7) of the DGCL, and (ii) implement certain other changes based on updates to the DGCL. This proposal was approved and the voting results were as follows: For Against Abstain Broker Non-Votes 45,926,405 9,043,831 15,058 2,979,081
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 1.0
TANDEM DIABETES CARE INC shareholders approved To ratify the appointment of Ernst & Young LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2026. at the 2026-05-20 meeting.
- Proposal
- auditor ratification
- Outcome
- passed
- Meeting
- 2026-05-20
Exact text from the filing
Proposal 6 : To ratify the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026. This proposal was approved and the voting results were as follows: For Against Abstain Broker Non-Votes 57,493,084 454,735 16,556 0
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 1.0
TANDEM DIABETES CARE INC shareholders approved To elect nine directors for a one-year term expiring at the 2027 annual meeting of stockholders. at the 2026-05-20 meeting.
- Proposal
- director election
- Outcome
- passed
- Meeting
- 2026-05-20
Exact text from the filing
Proposal 1 : To elect nine directors for a one-year term expiring at the 2027 annual meeting of stockholders. The stockholders elected nine directors by the following votes: Name of Director For Against Abstain Broker Non-Votes Rebecca Robertson 54,160,282 799,310 25,702 2,979,081 Sandra Beaver 54,607,191 348,050 30,053 2,979,081 Myoungil Cha 54,456,358 502,290 26,646 2,979,081 Peyton Howell 54,179,597 773,220 32,477 2,979,081 Joao Malagueira 54,454,159 499,747 31,388 2,979,081 Kathleen McGroddy-Goetz 54,312,399 641,726 31,169 2,979,081 John Sheridan 54,432,569 536,164 16,561 2,979,081 2 Rajwant Sodhi 54,328,131 621,295 35,868 2,979,081 Christopher Twomey 47,921,655 7,034,208 29,431 2,979,081
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 1.0
TANDEM DIABETES CARE INC shareholders approved To approve, on a non-binding, advisory basis, the compensation of the Company's named executive officers as described in the Proxy Statement. at the 2026-05-20 meeting.
- Proposal
- say on pay
- Outcome
- passed
- Meeting
- 2026-05-20
Exact text from the filing
Proposal 2 : To approve, on a non-binding, advisory basis, the compensation of the Company’s named executive officers as described in the Proxy Statement. This proposal was approved and the voting results were as follows: For Against Abstain Broker Non-Votes 53,460,747 1,481,027 43,520 2,979,081
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 1.0
TANDEM DIABETES CARE INC shareholders approved To approve an amendment to the Company's Amended and Restated Certificate of Incorporation to provide for removal of directors with or without cause, as required by Section 141(k) of the DGCL. at the 2026-05-20 meeting.
- Proposal
- charter amendment
- Outcome
- passed
- Meeting
- 2026-05-20
Exact text from the filing
Proposal 4 : To approve an amendment to the Company’s Amended and Restated Certificate of Incorporation to provide for removal of directors with or without cause, as required by Section 141(k) of the DGCL. This proposal was approved and the voting results were as follows: For Against Abstain Broker Non-Votes 57,818,029 126,025 20,321 0
View on SEC.gov
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