8-K
filed March 26, 2024, 7:59 PM ET
ticker KEYS
CIK 0001601046
other material
confidence high
sentiment neutral
materiality 0.15
Keysight shareholders approve all proposals, including charter amendment to remove supermajority vote
Keysight Technologies, Inc.
- All four director nominees elected with 111-133M votes for; each received >55% of shares voted.
- PricewaterhouseCoopers ratified as auditor for FY2024 with 154.5M for vs 2.3M against.
- Advisory say-on-pay for FY2023 approved: 128.9M for, 12.1M against.
- Amendment to eliminate supermajority voting requirement passed: 140.8M for (81% of outstanding, above 80% threshold).
- Equity plan, ESPP amendments, and non-binding simple majority proposal also approved.
Key facts
Extracted from this filing and checked against the source text.
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.95
Keysight Technologies, Inc. shareholders approved Ratification of the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for fiscal year 2024. at the 2024-03-21 meeting.
- Proposal
- auditor ratification
- Outcome
- passed
- Meeting
- 2024-03-21
Exact text from the filing
The proposal to ratify the Audit and Finance Committee’s appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for fiscal year 2024 received the following votes: For Against Abstain Broker Non-Votes Uncast 154,499,789 2,271,198 185,824 0 0
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.95
Keysight Technologies, Inc. shareholders approved Election of the Directors nominated by the Board of Directors. at the 2024-03-21 meeting.
- Proposal
- director election
- Outcome
- passed
- Meeting
- 2024-03-21
Exact text from the filing
Votes regarding the election of the director nominees were as follows: Broker Nominee For Against Abstain Non-Votes Uncast Charles J. Dockendorff 111,501,675 29,089,895 777,174 15,888,067 0 Ronald S. Nersesian 133,505,492 7,703,166 160,086 15,888,067 0 Robert A. Rango 126,672,917 13,921,254 774,554 15,888,067 19
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.95
Keysight Technologies, Inc. shareholders approved Approval, on a non-binding advisory basis, of the compensation of the Company’s named executive officers for fiscal year 2023. at the 2024-03-21 meeting.
- Proposal
- say on pay
- Outcome
- passed
- Meeting
- 2024-03-21
Exact text from the filing
The proposal to approve, on a non-binding advisory basis, the compensation of the Company’s named executive officers for fiscal year 2023 received the following votes: For Against Abstain Broker Non-Votes Uncast 128,927,226 12,101,048 340,470 15,888,067 0
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.95
Keysight Technologies, Inc. shareholders approved Consider, on a non-binding advisory basis, a stockholder proposal to adopt a simple majority voting standard under Keysight’s Amended and Restated Certificate of Incorporation and Bylaws. at the 2024-03-21 meeting.
- Proposal
- say on pay
- Outcome
- passed
- Meeting
- 2024-03-21
Exact text from the filing
The advisory vote on the stockholder proposal to adopt a simple majority voting requirement received the following votes: For Against Abstain Broker Non-Votes Uncast 96,232,013 44,828,056 308,614 15,888,067 61
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.95
Keysight Technologies, Inc. shareholders approved Approval of the amendment and restatement of the Keysight Technologies, Inc. Employee Stock Purchase Plan. at the 2024-03-21 meeting.
- Proposal
- equity plan
- Outcome
- passed
- Meeting
- 2024-03-21
Exact text from the filing
The proposal to approve the amendment and restatement of the Keysight Technologies, Inc. Employee Stock Purchase Plan received the following votes: For Against Abstain Broker Non-Votes Uncast 138,817,777 2,397,881 153,086 15,888,067 0
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.95
Keysight Technologies, Inc. shareholders approved Approval of an amendment to the Company’s Amended and Restated Certificate of Incorporation to eliminate the supermajority voting requirement. at the 2024-03-21 meeting.
- Proposal
- charter amendment
- Outcome
- passed
- Meeting
- 2024-03-21
Exact text from the filing
The proposal to approve an amendment to the Company’s Amended and Restated Certificate of Incorporation to eliminate the supermajority voting requirement (the “Amendment Proposal”) received the following votes: For Against Abstain Broker Non-Votes Uncast 140,845,299 376,754 146,691 15,888,067 0
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.95
Keysight Technologies, Inc. shareholders approved Approval of the amendment and restatement of the Keysight Technologies, Inc. 2014 Equity and Incentive Compensation Plan. at the 2024-03-21 meeting.
- Proposal
- equity plan
- Outcome
- passed
- Meeting
- 2024-03-21
Exact text from the filing
The proposal to approve the amendment and restatement of the Keysight Technologies, Inc. 2014 Equity and Incentive Compensation Plan received the following votes: For Against Abstain Broker Non-Votes Uncast 131,537,849 9,634,429 196,466 15,888,067 0
View on SEC.gov
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