8-K
filed May 5, 2026, 7:59 PM ET
ticker INSP
CIK 0001609550
other material
confidence high
sentiment neutral
materiality 0.55
Inspire Medical shareholders approve declassification, 2.6M-share increase to equity plan
Inspire Medical Systems, Inc.
- Stockholders approved phasing out classified board; all directors to be elected annually starting 2029.
- Approved amendment of 2018 Incentive Award Plan: adds 2.6M shares (total authorized 9.9M), removes evergreen, extends term to 2036.
- Elected Class II directors: Ellis, Melenikiotou, Mead Jr. with >17M votes for each.
- Ratified Ernst & Young as auditor (25.1M for); approved say-on-pay (22.5M for) with 1-year frequency (22.9M for).
- Proposal 5 (declassification) passed with 23.1M for; Proposal 6 (equity plan) passed with 14.3M for; broker non-votes not counted.
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
Inspire Medical Systems, Inc.: Amendment to Certificate of Incorporation to phase out classified board structure and provide for annual election of all directors beginning with 2029 annual meeting, effective May 1, 2026 (effective 2026-05-01).
- Change
- charter amendment
- Effective
- 2026-05-01
Exact text from the filing
On May 1, 2026, the Company filed a Certificate of Amendment to the Certificate of Incorporation (the “Certificate of Amendment”) with the Secretary of State of the State of Delaware, which became effective upon filing.
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 0.7
Inspire Medical Systems, Inc. shareholders approved Approval of an amendment and restatement of the Inspire Medical Systems, Inc. 2018 Incentive Award Plan (A&R 2018 Plan) at the 2026-04-30 meeting.
- Proposal
- equity plan
- Outcome
- passed
- Meeting
- 2026-04-30
Exact text from the filing
As reported below under Item 5.07 of this Current Report on Form 8-K (this “Current Report”), on April 30, 2026, Inspire Medical Systems, Inc. (the “Company”) held its 2026 Annual Meeting of Stockholders (the “Annual Meeting”), at which the Company’s stockholders approved an amendment and restatement of the Inspire Medical Systems, Inc. 2018 Incentive Award Plan (such amended and restated plan, the “A&R 2018 Plan”).
View on SEC.gov
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