Arteris (NASDAQ: AIP) holders back board slate and Deloitte auditor

Rhea-AI Filing Summary

Arteris, Inc. held its annual stockholder meeting on June 2, 2026. Stockholders voted on electing three Class II directors and ratifying the company’s independent auditor. As of the April 9, 2026 record date, 46,092,618 shares of common stock were entitled to vote.

Antonio J. Viana, Wayne C. Cantwell, and Joachim Kunkel were each elected as Class II directors to serve until the 2029 annual meeting or until a successor is elected. Stockholders also ratified the selection of Deloitte & Touche LLP as Arteris’ independent registered public accounting firm for the fiscal year ending December 31, 2026, with 36,095,687 votes cast in favor.

8-K Event Classification

Item 5.07 — Submission of Matters to a Vote of Security Holders

1 item

Item 5.07 Submission of Matters to a Vote of Security Holders Governance

Results of a shareholder vote on proposals at an annual or special meeting.

Key Figures

Shares entitled to vote: 46,092,618 shares Votes for auditor ratification: 36,095,687 votes Votes against auditor ratification: 145,040 votes +3 more

6 metrics

Shares entitled to vote 46,092,618 shares Voting common stock outstanding as of April 9, 2026 record date

Votes for auditor ratification 36,095,687 votes For Deloitte & Touche LLP as 2026 independent registered public accounting firm

Votes against auditor ratification 145,040 votes Against Deloitte & Touche LLP appointment for fiscal year ending December 31, 2026

Abstentions on auditor ratification 9,284 votes Abstentions on Deloitte & Touche LLP auditor proposal

Votes for Joachim Kunkel 27,178,951 votes For election as Class II director until 2029 annual meeting

Votes withheld for Joachim Kunkel 5,944,808 votes Withheld on Class II director election

Key Terms

record date, broker non-votes, independent registered public accounting firm, emerging growth company, +1 more

5 terms

record date financial

"Only stockholders of record as of the close of business on April 9, 2026, the record date for the Annual Meeting"

The record date is the specific day when a company determines which shareholders are eligible to receive a dividend or participate in an upcoming vote. It’s like a cutoff date; if you own the stock on that day, you get the benefits or voting rights. This date matters because it decides who qualifies for certain company benefits.

broker non-votes financial

"Broker Non-Votes Antonio J. Viana ... 3,126,251"

Broker non-votes occur when a brokerage firm is unable to vote on a shareholder’s behalf during a company election or decision because the shareholder has not given specific voting instructions, and the broker is not allowed or chooses not to vote on certain matters. They are important because they can affect the outcome of votes, especially when the results are close, by effectively reducing the total number of votes cast.

independent registered public accounting firm financial

"Deloitte & Touche, LLP as the independent registered public accounting firm of the Company"

An independent registered public accounting firm is an outside accounting company officially registered with the government regulator to examine and report on a public company's financial records and controls. Investors treat its reports like an impartial inspector’s certificate — they add credibility to financial statements, help spot errors or misleading claims, and reduce the risk that shareholders are relying on unchecked or biased numbers.

emerging growth company regulatory

"Emerging growth company"

An emerging growth company is a recently public or smaller public firm that qualifies for temporary, lighter regulatory and disclosure rules to reduce the cost and effort of being public. For investors, it means the company may provide less historical financial detail and face fewer reporting requirements than larger firms, so it can grow more quickly but also carries higher uncertainty—like buying a promising early-stage product with fewer user reviews.

Annual Meeting of Stockholders financial

"held its Annual Meeting of Stockholders (the “Annual Meeting”)"

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Understanding 8-K Material Events →

false 0001667011 0001667011 2026-06-02 2026-06-02

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d)

OF THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (date of earliest event reported): June 2, 2026

ARTERIS, INC.

(Exact name of Registrant, as specified in its charter)

Delaware		001-40960		27-0117058
(State or other jurisdiction of incorporation)		(Commission File Number)		(I.R.S. Employer Identification Number)

900 E. Hamilton Avenue Suite 300

Campbell, CA 95008

(Address of principal executive offices, including Zip code)

Registrant’s telephone number, including area code: (408) 470-7300

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common Stock, $0.001 par value per share		AIP		The Nasdaq Stock Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 5.07 Submission of Matters to a Vote of Security Holders

On June 2, 2026, Arteris, Inc. (the “Company”) held its Annual Meeting of Stockholders (the “Annual Meeting”). At the Annual Meeting, the Company’s stockholders voted on two proposals, each of which is described in more detail in the Company’s definitive proxy statement on Schedule 14A filed with the Securities and Exchange Commission on April 21, 2026. Only stockholders of record as of the close of business on April 9, 2026, the record date for the Annual Meeting, were entitled to vote at the Annual Meeting. As of the record date, 46,092,618 shares of the Company’s voting common stock were outstanding and entitled to vote at the Annual Meeting. The tabulation of the stockholder votes on each proposal brought before the Annual Meeting is as follows:

Proposal 1. The election of three Class II directors to hold office until the 2029 annual meeting of stockholders or until their respective successor is elected:

Nominee		Votes For				Votes Withheld				Broker Non-Votes
Antonio J. Viana			24,909,978				8,213,781				3,126,251
Wayne C. Cantwell			26,200,856				6,922,903				3,126,251
Joachim Kunkel			27,178,951				5,944,808				3,126,251

Proposal 2. The ratification of the selection by the audit committee of the board of directors of the Company of Deloitte & Touche, LLP as the independent registered public accounting firm of the Company for the fiscal year ending December 31, 2026:

Votes For		Votes Against		Abstentions
36,095,687		145,040		9,284

As a routine proposal under applicable rules, no broker non-votes were recorded in connection with this proposal.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Date: June 4, 2026

By:		/s/ Nick B. Hawkins
Name:		Nick B. Hawkins
Title:		Chief Financial Officer

FAQ

What key matters did Arteris (AIP) stockholders vote on at the June 2, 2026 annual meeting?

Stockholders voted on electing three Class II directors and ratifying Deloitte & Touche LLP as independent auditor. These items shape the company’s board composition and confirm its external auditor for the fiscal year ending December 31, 2026.

How many Arteris (AIP) shares were entitled to vote at the 2026 annual meeting?

A total of 46,092,618 shares of Arteris voting common stock were outstanding and entitled to vote as of April 9, 2026. This record date determines which stockholders could participate in the annual meeting and cast votes on the proposals.

Who was elected as Class II directors of Arteris (AIP) and for how long will they serve?

Antonio J. Viana, Wayne C. Cantwell, and Joachim Kunkel were elected as Class II directors. They will hold office until the 2029 annual meeting of stockholders or until their respective successors are elected, providing continuity on the board.

What were the vote results for Arteris (AIP) director nominee Joachim Kunkel?

Joachim Kunkel received 27,178,951 votes for election and 5,944,808 votes withheld, with 3,126,251 broker non-votes. These results were sufficient for his election as a Class II director through the 2029 annual meeting, subject to successor election.

Did Arteris (AIP) stockholders ratify Deloitte & Touche LLP as the 2026 auditor?

Yes. Stockholders ratified Deloitte & Touche LLP as Arteris’ independent registered public accounting firm for the fiscal year ending December 31, 2026. The firm received 36,095,687 votes for, 145,040 against, and 9,284 abstentions, with no broker non-votes.

What are broker non-votes in the context of the Arteris (AIP) 2026 annual meeting?

Broker non-votes occur when brokers do not receive voting instructions on non-routine matters and therefore do not vote those shares. For director elections, millions of broker non-votes were recorded, while the auditor ratification, a routine proposal, had no broker non-votes.

Filing Exhibits & Attachments

3 documents

Other Documents

• EX-101 XBRL TAXONOMY EXTENSION SCHEMA 3.1 KB
• EX-101 XBRL TAXONOMY EXTENSION LABEL LINKBASE 17.6 KB
• EX-101 XBRL TAXONOMY EXTENSION PRESENTATION LINKBASE 11.0 KB