8-K
filed November 18, 2022, 6:59 PM ET
ticker EXTR
CIK 0001078271
other material
confidence high
sentiment neutral
materiality 0.45
Extreme Networks stockholders approve simple majority voting, elect directors
EXTREME NETWORKS INC
- All seven director nominees elected: Charles Carinalli 100.9M for, 4.4M withheld; others similarly.
- Simple majority voting amendment (Proposal 5) approved: 104.7M for, 0.2M against, eliminating supermajority.
- Advisory compensation vote passed: 102.8M for, 1.9M against, 0.6M abstain; Grant Thornton ratified as auditors.
- Amendment to 2013 Equity Incentive Plan approved: 90.3M for, 14.5M against, 0.5M abstain.
Key facts
Extracted from this filing and checked against the source text.
Governance Changes
SEC 8-K Item 5.03/5.05/5.06
confidence 0.9
EXTREME NETWORKS INC: Amendment and restatement of certificate of incorporation to adopt simple majority voting standard and eliminate supermajority provisions (effective 2022-11-17).
- Change
- charter amendment
- Effective
- 2022-11-17
Exact text from the filing
on November 17, 2022, the stockholders of Extreme Networks, Inc. (“Extreme” or the “Company”) approved an amendment and restatement (the “Amended and Restated Charter”) of the Company’s restated certificate of incorporation (the “Existing Charter”) to institute a simple majority voting standard, which such Amended and Restated Charter was filed by the Company with the Secretary of State of the State of Delaware on November 17, 2022 and became effective the same day.
View on SEC.gov
Governance Changes
SEC 8-K Item 5.03/5.05/5.06
confidence 0.9
EXTREME NETWORKS INC: Amendment and restatement of bylaws to eliminate supermajority vote requirement, update provisions related to DGCL changes, and other clean up revisions (effective 2022-11-17).
- Change
- bylaw amendment
- Effective
- 2022-11-17
Exact text from the filing
The Board had also previously approved, contingent upon the approval and effectiveness of the Amended and Restated Charter, amendments to the Existing Bylaws (the “Amended and Restated Bylaws”), which such Amended and Restated Bylaws became effective upon the filing and effectiveness of the Amended and Restated Charter.
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 1.0
EXTREME NETWORKS INC shareholders approved Advisory approval of the compensation of the Company's named executive officers at the 2022-11-17 meeting.
- Proposal
- say on pay
- Outcome
- passed
- Meeting
- 2022-11-17
Exact text from the filing
Proposal 2 – The compensation of the Company’s named executive officers was approved, on an advisory basis: For Against Abstain Broker Non-Votes Votes 102,844,321 1,893,505 613,079 14,106,858
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 1.0
EXTREME NETWORKS INC shareholders approved Election of seven director nominees for a one-year term at the 2022-11-17 meeting.
- Proposal
- director election
- Outcome
- passed
- Meeting
- 2022-11-17
Exact text from the filing
Proposal 1 – The following seven director nominees were elected for a one-year term: For Withheld Broker Non-Votes Charles P. Carinalli 100,929,617 4,421,288 14,106,858 Kathleen M. Holmgren 102,417,509 2,933,396 14,106,858 Rajendra Khanna 104,735,608 615,297 14,106,858 Edward H. Kennedy 103,680,754 1,670,151 14,106,858 Edward B. Meyercord 103,706,371 1,644,534 14,106,858 John C. Shoemaker 101,346,717 4,004,188 14,106,858 Ingrid J. Burton 102,527,782 2,823,123 14,106,858
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 1.0
EXTREME NETWORKS INC shareholders approved Ratification of Grant Thornton LLP as independent auditors for fiscal year ending June 30, 2023 at the 2022-11-17 meeting.
- Proposal
- auditor ratification
- Outcome
- passed
- Meeting
- 2022-11-17
Exact text from the filing
Proposal 3 – The appointment of Grant Thornton LLP as independent auditors for the Company for the fiscal year ending June 30, 2023 was ratified: For Against Abstain Votes 118,911,291 123,889 422,583
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 1.0
EXTREME NETWORKS INC shareholders approved Approval of the Amendment and Restatement of the Company's Amended and Restated 2013 Equity Incentive Plan at the 2022-11-17 meeting.
- Proposal
- equity plan
- Outcome
- passed
- Meeting
- 2022-11-17
Exact text from the filing
Proposal 4 – The Amendment and Restatement of the Company’s Amended and Restated 2013 Equity Incentive Plan was approved: For Against Abstain Broker Non-Votes Votes 90,312,172 14,516,045 522,688 14,106,858
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 1.0
EXTREME NETWORKS INC shareholders approved Approval of the Amendment and Restatement of the Company's Restated Certificate of Incorporation to adopt simple majority voting provisions at the 2022-11-17 meeting.
- Proposal
- charter amendment
- Outcome
- passed
- Meeting
- 2022-11-17
Exact text from the filing
Proposal 5 – The Amendment and Restatement of the Company’s Restated Certificate of Incorporation to adopt simple majority voting provisions was approved: For Against Abstain Broker Non-Votes Votes 104,685,229 227,037 438,639 14,106,858
View on SEC.gov
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