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Agilent Technologies Inc. filings document financial reporting and governance matters for an analytical and clinical laboratory technology company. Form 8-K reports include quarterly financial-result releases, Regulation FD disclosures, non-GAAP measure explanations, executive officer transitions, compensatory arrangements and amendments to charter and bylaws.
Proxy and annual-meeting filings cover director elections, stockholder voting, executive compensation, equity awards and the phased declassification of the board. The records also identify governance changes tied to the company’s Delaware certificate of incorporation and bylaws, together with furnished press releases and related exhibits.
Agilent Technologies, Inc. reported results of its annual stockholder meeting and governance changes. Stockholders approved a Fourth Amended and Restated Certificate of Incorporation that will declassify the board of directors over a three-year period. The board simultaneously adopted Fourth Amended and Restated Bylaws to align with this phased declassification, including allowing stockholders to remove directors with or without cause beginning with the 2029 annual meeting, when the board will no longer be classified.
At the meeting, about 250.3 million shares of common stock, representing approximately 88% of shares outstanding, were represented. Stockholders elected four directors to three-year terms, approved on a non-binding basis the compensation of named executive officers, and ratified PricewaterhouseCoopers LLP as independent auditor for the 2026 fiscal year. They also approved the charter amendment to declassify the board.
Agilent Technologies, Inc. reported that Rodney Gonsalves, its Vice President, Corporate Controller and Principal Accounting Officer, plans to retire in January 2027, with the exact date to be set later. The company states that his departure is not related to any disagreement regarding accounting practices, financial statements, internal controls, or operations.
By giving advance notice, Agilent plans to conduct a comprehensive search for his successor and have Mr. Gonsalves help with an orderly transition of his duties to the new principal accounting officer.
Agilent Technologies reported net revenue of $1,798 million for the quarter ended January 31, 2026, up 7% from $1,681 million a year earlier, with growth across all three segments and all regions. Life Sciences and Diagnostics Markets revenue rose 5%, Agilent CrossLab 9%, and Applied Markets 7%, helped by a favorable foreign currency impact of up to 3% on segment growth.
Net income was $305 million, down slightly from $318 million, and diluted EPS was $1.07 versus $1.11. Operating income was $353 million, after $89 million of unallocated costs including amortization, restructuring, and transformation expenses. Cash from operations declined to $268 million from $431 million, reflecting working capital swings and compensation payments, but cash and cash equivalents remained strong at $1,758 million.
The company continued returning capital, paying a quarterly dividend of $0.255 per share (about $72 million) and repurchasing 1.05 million shares for $152 million under its 2024 buyback program. Management notes tariff-related cost pressure but expects to offset this during fiscal 2026 through supply chain changes, pricing, and efficiency initiatives.
Agilent Technologies Senior Vice President Angelica Riemann reported a small tax-related share disposition. On the vesting of restricted stock units, she surrendered 89 shares of common stock at $121.38 per share back to Agilent to cover tax liabilities under Rule 16b-3, rather than selling shares in the open market. After this transaction, she directly holds 26,535.1416 shares of Agilent common stock, and an additional 2,610.6966 shares are held indirectly through her spouse. Footnotes note modest additional shares previously acquired through Agilent’s dividend reinvestment plan.
AGILENT TECHNOLOGIES, INC. President and CEO Padraig McDonnell reported a tax-related stock transaction. On the vesting of restricted stock units, he surrendered 279 shares of common stock to Agilent at $121.38 per share to cover withholding taxes. Following this Rule 16b-3 tax-withholding disposition, he directly holds 66,260 shares of Agilent common stock.
Agilent Technologies Senior Vice President Jonah Prevost Kirkwood reported a small share disposition related to taxes, not an open-market sale. He surrendered 124 shares of common stock to Agilent Technologies, Inc. at a price of $121.38 per share to cover tax liabilities on vesting restricted stock units, leaving him with 14,138 shares held directly.
Agilent Technologies reported first-quarter fiscal 2026 revenue of $1.80 billion, up 7.0% reported and 4.4% core versus the prior year. GAAP net income was $305 million, or $1.07 per share, slightly below $1.11 a year ago, while non-GAAP net income rose to $386 million and non-GAAP EPS to $1.36, up 4%.
The Life Sciences and Diagnostics Markets segment generated $679 million of revenue, the Agilent CrossLab segment $758 million, and the Applied Markets segment $361 million, with all three showing mid-single to high-single-digit reported growth. Operating margins by segment remained healthy, led by CrossLab at 31.6%.
For fiscal 2026, Agilent now expects revenue of $7.3–$7.5 billion, representing 5.5%–7.5% reported growth and 4%–6% core growth, and projects non-GAAP EPS of $5.90–$6.04. Second-quarter 2026 revenue is guided to $1.79–$1.82 billion with non-GAAP EPS of $1.39–$1.42, implying continued mid- to high-single-digit growth.
Agilent Technologies is asking stockholders to vote at its March 18, 2026 annual meeting on four key items: electing four directors, approving executive pay on an advisory basis, ratifying PricewaterhouseCoopers as auditor, and amending the charter to declassify the Board over three years.
The company highlights strong governance practices, including an independent chair, majority voting for directors, board self-assessments, proxy access, and extensive stockholder engagement. After a 2025 stockholder proposal supporting declassification, the Board is now recommending moving to annual director elections, fully effective for all directors in 2029.
Agilent reports fiscal 2025 revenue of $6.9 billion, up 6.7% from 2024, with non‑GAAP operating margin at 25.7% and non‑GAAP diluted EPS of $5.59, up 5.7%. Total shareholder return rose 13.2% versus 21.5% for the S&P 500. The proxy describes a pay‑for‑performance program where 82–91% of named executive officer compensation is at risk, short‑term incentive payouts ranged from 92% to 108%, and 2023–2025 performance stock units paid out at 64%–118% of target based on EPS and relative TSR.
The filing also details a CFO transition, interim compensation for the acting CFO, and a new CFO package, plus planned 2026 changes simplifying incentives, shifting long‑term awards toward performance share units tied to three‑year relative TSR, and eliminating stock options.
Agilent Technologies is asking stockholders to vote at its 2026 annual meeting on electing four directors, approving executive pay on an advisory basis, ratifying PricewaterhouseCoopers as auditor, and amending its certificate of incorporation to declassify the board over three years. If the declassification proposal passes, all directors would stand for annual elections beginning in 2029.
The proxy outlines a largely independent board, an independent chair, majority voting for directors, proxy access, and policies against hedging, short selling and pledging company stock. It highlights ongoing shareholder engagement, including outreach to holders of about 65% of shares and broad support for declassifying the board after a 2025 stockholder proposal.
The filing also reviews director and CEO-level compensation structures, emphasizing pay-for-performance with most executive pay “at risk,” use of annual and long‑term incentives tied to revenue, margins, EPS and relative total shareholder return, and changes to the CFO role in 2025 with related transition and sign‑on awards.