---
schema_version: "secwatch.filing_event.v1"
accession: "0001628280-24-022613"
form_type: "8-K"
ticker: "BE"
cik: "0001664703"
company_name: "Bloom Energy Corp"
filed_at: "2024-05-10T23:59:59+00:00"
generated_at: "2026-06-02T03:51:00.773078+00:00"
event_type: "other_material"
sentiment: "neutral"
materiality_score: 0.2
calibrated_materiality_score: 0.15
confidence: "high"
source: SEC EDGAR
---

# Bloom Energy shareholders elect directors, approve say-on-pay and auditor, reject charter amendment

## Summary
- Michael Boskin, John Chambers, Cynthia Warner elected as Class III directors through 2027.
- Advisory say-on-pay for 2023 NEO compensation approved: 130.1M for, 11.4M against.
- Ratification of Deloitte as 2024 auditor approved: 177.9M for, 0.3M against.
- Charter amendment to add officer exculpation and eliminate Class B references failed; needed two-thirds vote.

## SEC filing metadata
- accession: 0001628280-24-022613
- form_type: 8-K
- ticker: BE
- cik: 0001664703
- company_name: Bloom Energy Corp
- filed_at: 2024-05-10T23:59:59+00:00
- event_type: other_material
- sentiment: neutral
- materiality_score: 0.2
- calibrated_materiality_score: 0.15
- confidence: high
- sec_items: 5.07
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1664703/000162828024022613/0001628280-24-022613-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1664703/000162828024022613/be-20240507.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001628280-24-022613
- JSON: https://secwatch.observer/filing/0001628280-24-022613.json
- Plain text: https://secwatch.observer/filing/0001628280-24-022613.txt

## Key facts
- Shareholder Votes
  Bloom Energy Corp shareholders approved Approval, on an Advisory Basis, of the Compensation of the Company's Named Executive Officers at the 2024-05-07 meeting.
  - Proposal: say on pay
  - Outcome: passed
  - Meeting: 2024-05-07
  source text: Proposal 2 - Approval, on an Advisory Basis, of the Compensation of the Company’s Named Executive Officers Proposal 2 was to approve, on an advisory basis, the compensation of the Company’s named executive officers for fiscal year 2023, as described in the Company’s 2024 Proxy Statement. This proposal was approved. For Against Abstentions Broker Non-Votes 130,129,069 11,396,781 277,090 36,617,644
  evidence_url: https://www.sec.gov/Archives/edgar/data/1664703/000162828024022613/0001628280-24-022613-index.htm
- Shareholder Votes
  Bloom Energy Corp shareholders approved Election of Three Class III Directors to the Company's Board of Directors at the 2024-05-07 meeting.
  - Proposal: director election
  - Outcome: passed
  - Meeting: 2024-05-07
  source text: Proposal 1 - Election of Three Class III Directors to the Company’s Board of Directors The three individuals listed below were elected at the Annual Meeting to serve on the Board of Directors (the “Board”) for three-year terms expiring at the 2027 Annual Meeting of Stockholders or until their respective successors have been duly elected and qualified. Name For Withheld Broker Non-Votes Michael Boskin 114,554,150 27,248,790 36,617,644 John Chambers 139,118,010 2,684,930 36,617,644 Cynthia (CJ) Warner 141,035,021 767,919 36,617,644
  evidence_url: https://www.sec.gov/Archives/edgar/data/1664703/000162828024022613/0001628280-24-022613-index.htm
- Shareholder Votes
  Bloom Energy Corp shareholders approved Ratification of the Appointment of Deloitte & Touche LLP as the Company's Independent Registered Public Accounting Firm for the Fiscal Year Ending December 31, 2024 at the 2024-05-07 meeting.
  - Proposal: auditor ratification
  - Outcome: passed
  - Meeting: 2024-05-07
  source text: Proposal 3 - Ratification of the Appointment of Deloitte & Touche LLP as the Company’s Independent Registered Public Accounting Firm for the Fiscal Year Ending December 31, 2024 Proposal 3 was to ratify the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2024. This proposal was approved. For Against Abstentions Broker Non-Votes 177,933,415 323,321 163,848 —
  evidence_url: https://www.sec.gov/Archives/edgar/data/1664703/000162828024022613/0001628280-24-022613-index.htm
- Shareholder Votes
  Bloom Energy Corp shareholders rejected Approval of an amendment to our restated certificate of incorporation to add officer exculpation provisions and eliminate outdated references to Class B common stock at the 2024-05-07 meeting.
  - Proposal: charter amendment
  - Outcome: failed
  - Meeting: 2024-05-07
  source text: Proposal 4 – Approval of an amendment to our restated certificate of incorporation to add officer exculpation provisions and eliminate outdated references to Class B common stock. Proposal 4 was to approve an amendment to the Company’s restated certificate of incorporation to add officer exculpation provisions and eliminate outdated references to our Class B common stock. This proposal was not approved because the proposal required the affirmative vote of at least two-thirds of the voting power of all of the outstanding shares of Class A common stock. For Against Abstentions Broker Non-Votes 133,369,579 8,128,544 304,817 36,617,644
  evidence_url: https://www.sec.gov/Archives/edgar/data/1664703/000162828024022613/0001628280-24-022613-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.
