---
schema_version: "secwatch.filing_event.v1"
accession: "0001722482-24-000109"
form_type: "8-K"
ticker: "AVTR"
cik: "0001722482"
company_name: "Avantor, Inc."
filed_at: "2024-05-10T23:59:59+00:00"
generated_at: "2026-06-02T03:58:27.964601+00:00"
event_type: "other_material"
sentiment: "neutral"
materiality_score: 0.25
calibrated_materiality_score: 0.25
confidence: "high"
source: SEC EDGAR
---

# Avantor shareholders approve officer exculpation amendment, re-elect all nine directors at 2024 annual meeting

## Summary
- Amendment to certificate of incorporation for officer exculpation passed with 550.8M for, 59.3M against, 18.6M broker non-votes.
- All nine director nominees elected; Gregory Summe received 556.2M for (lowest) and Juan Andres 606.8M for (highest).
- Ratification of Deloitte & Touche as auditor for FY 2024: 613.5M for, 15.2M against.
- Advisory vote on 2023 executive compensation approved: 569.6M for, 40.5M against, 18.6M broker non-votes.

## SEC filing metadata
- accession: 0001722482-24-000109
- form_type: 8-K
- ticker: AVTR
- cik: 0001722482
- company_name: Avantor, Inc.
- filed_at: 2024-05-10T23:59:59+00:00
- event_type: other_material
- sentiment: neutral
- materiality_score: 0.25
- calibrated_materiality_score: 0.25
- confidence: high
- sec_items: 5.03, 5.07, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1722482/000172248224000109/0001722482-24-000109-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1722482/000172248224000109/avtr-20240509.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001722482-24-000109
- JSON: https://secwatch.observer/filing/0001722482-24-000109.json
- Plain text: https://secwatch.observer/filing/0001722482-24-000109.txt

## Key facts
- Governance Changes
  Avantor, Inc.: Amended certificate of incorporation to provide for officer exculpation as permitted by Delaware law and make other non-substantive changes (effective 2024-05-09).
  - Change: charter amendment
  - Effective: 2024-05-09
  source text: the Amended and Restated Certificate of Incorporation with the Secretary of State of the State of Delaware, and the Amended and Restated Certificate of Incorporation became effective on May 9, 2024.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1722482/000172248224000109/0001722482-24-000109-index.htm
- Shareholder Votes
  Avantor, Inc. shareholders approved Ratify appointment of Deloitte & Touche LLP as independent registered public accounting firm for 2024 at the 2024-05-09 meeting.
  - Proposal: auditor ratification
  - Outcome: passed
  - Meeting: 2024-05-09
  source text: The stockholders ratified the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2024, based on the following voting results:
  evidence_url: https://www.sec.gov/Archives/edgar/data/1722482/000172248224000109/0001722482-24-000109-index.htm
- Shareholder Votes
  Avantor, Inc. shareholders approved Approve amendments to the Certificate of Incorporation to provide for officer exculpation and other non-substantive changes at the 2024-05-09 meeting.
  - Proposal: charter amendment
  - Outcome: passed
  - Meeting: 2024-05-09
  source text: The stockholders approved amendments to the Certificate of Incorporation to provide for officer exculpation in accordance with changes to Delaware law, and to make certain other immaterial changes, based on the following voting results:
  evidence_url: https://www.sec.gov/Archives/edgar/data/1722482/000172248224000109/0001722482-24-000109-index.htm
- Shareholder Votes
  Avantor, Inc. shareholders approved Advisory approval of 2023 named executive officer compensation at the 2024-05-09 meeting.
  - Proposal: say on pay
  - Outcome: passed
  - Meeting: 2024-05-09
  source text: The stockholders approved, on an advisory basis, the 2023 compensation of the Company’s named executive officers, based on the following voting results:
  evidence_url: https://www.sec.gov/Archives/edgar/data/1722482/000172248224000109/0001722482-24-000109-index.htm
- Shareholder Votes
  Avantor, Inc. shareholders approved Election of nine directors at the 2024-05-09 meeting.
  - Proposal: director election
  - Outcome: passed
  - Meeting: 2024-05-09
  source text: The stockholders elected nine directors to serve for a one-year term expiring at the Company’s 2025 Annual Meeting of Stockholders, subject to election and qualification of their successors, based on the following voting results:
  evidence_url: https://www.sec.gov/Archives/edgar/data/1722482/000172248224000109/0001722482-24-000109-index.htm

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