Shareholders back Align Technology (NASDAQ: ALGN) board, pay and auditor

Rhea-AI Filing Summary

Align Technology reported the results of its 2026 Annual Meeting of Stockholders. Shareholders elected all ten director nominees, with support levels generally around 56.7–59.0 million shares voted "For" each candidate and 4,807,543 broker non-votes recorded on each director proposal.

Stockholders approved, on an advisory basis, the compensation of the named executive officers, with 53,008,355 votes "For", 6,285,144 "Against" and 58,546 "Abstain", plus 4,807,543 broker non-votes. They also ratified the appointment of PricewaterhouseCoopers LLP as independent registered public accounting firm for the fiscal year ending December 31, 2026, by 61,733,668 votes "For", 2,374,738 "Against" and 51,182 "Abstain".

In addition, stockholders ratified the special meeting provision in the Company’s Amended and Restated Bylaws, with 43,694,385 votes "For", 15,598,140 "Against" and 59,522 "Abstain", along with 4,807,543 broker non-votes.

8-K Event Classification

2 items: 5.07, 9.01

2 items

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.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, and exhibit attachments filed with this report.

Key Figures

Highest director "For" votes: 59,038,919 shares Executive compensation approval: 53,008,355 "For" vs 6,285,144 "Against" Auditor ratification support: 61,733,668 "For" +2 more

5 metrics

Highest director "For" votes 59,038,919 shares Votes "For" CEO Joseph M. Hogan’s election as director at 2026 Annual Meeting

Executive compensation approval 53,008,355 "For" vs 6,285,144 "Against" Advisory vote on named executive officer compensation at 2026 Annual Meeting

Auditor ratification support 61,733,668 "For" Ratification of PricewaterhouseCoopers LLP as auditor for fiscal year ending December 31, 2026

Special meeting provision approval 43,694,385 "For" vs 15,598,140 "Against" Ratification of special meeting provision in Amended and Restated Bylaws

Broker non-votes on director items 4,807,543 shares Broker non-votes recorded on each director election proposal at the 2026 Annual Meeting

Key Terms

broker non-votes, advisory (non-binding) vote, independent registered public accounting firm, Amended and Restated Bylaws

4 terms

broker non-votes financial

"Name | For | Against | Abstain | Broker Non-Votes"

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.

advisory (non-binding) vote financial

"Proposal 2: An advisory (non-binding) vote to approve the compensation"

independent registered public accounting firm financial

"PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm"

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.

Amended and Restated Bylaws regulatory

"Ratification of the special meeting provision in the Company’s Amended and Restated Bylaws."

A company’s amended and restated bylaws are its internal rulebook rewritten to include all changes in one updated document, replacing the old bylaws. For investors, this matters because the bylaws set how the board, shareholders and officers make decisions, hold votes and handle disputes; a new consolidated version can change voting rights, control mechanisms or procedures that affect corporate governance and the value or risk of an investment.

Understanding 8-K Material Events →

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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): May 20, 2026

ALIGN TECHNOLOGY, INC.

(Exact name of registrant as specified in its charter)

Delaware

000-32259

94-3267295

(State or other jurisdiction of incorporation)

(Commission File Number)

(IRS Employer Identification No.)

410 North Scottsdale Road, Suite 1300 Tempe, Arizona 85288

(Address of principal executive offices) (Zip Code)

(602) 742-2000

(Registrant’s telephone number, including area code)

Not applicable

(Former name or former address, if changed since last report.)

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:

☐ 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 exchange on which registered
Common stock, $0.0001 par value			ALGN			The NASDAQ Stock Market LLC
						(NASDAQ Global Select Market)

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17  CFR §240.12b-2). 

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 May 20, 2026, Align Technology, Inc. (the “Company”) held its 2026 Annual Meeting of Stockholders (the “Annual Meeting”). The voting results for each item of business presented at the Annual Meeting, as certified by the Company’s inspector of elections, are set forth below:

Proposal 1: Election of the ten director nominees named below at the Annual Meeting, each to serve for a one-year term or until a successor is elected and qualified or appointed.

Name			For			Against			Abstain			Broker Non-Votes
Kevin T. Conroy			56,833,217			2,495,269			23,569			4,807,543
Kevin J. Dallas			58,717,867			611,426			22,760			4,807,543
Joseph M. Hogan			59,038,919			291,416			21,719			4,807,543
Joseph Lacob			56,716,339			2,612,735			22,977			4,807,543
C. Raymond Larkin, Jr.			56,899,895			2,429,254			22,902			4,807,543
Anne M. Myong			58,369,203			959,790			23,060			4,807,543
Mojdeh Poul			58,884,544			444,912			22,597			4,807,543
Andrea L. Saia			58,097,245			1,231,701			23,108			4,807,543
Susan E. Siegel			58,581,332			748,721			22,000			4,807,543
Britt Vitalone			58,889,032			439,920			23,104			4,807,543

Proposal 2: An advisory (non-binding) vote to approve the compensation of the Company’s named executive officers.

For			Against			Abstain			Broker Non-Votes
53,008,355			6,285,144			58,546			4,807,543

Proposal 3: Ratification of the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026.

For			Against			Abstain
61,733,668			2,374,738			51,182

Proposal 4: Ratification of the special meeting provision in the Company’s Amended and Restated Bylaws.

For			Against			Abstain			Broker Non-Votes
43,694,385			15,598,140			59,522			4,807,543

Item 9.01    Financial Statements and Exhibits.

(d) Exhibits

Exhibit No.			Description
104			Cover Page Interactive Data File (embedded within the Inline XBRL document)

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.

						ALIGN TECHNOLOGY, INC.
			By:			/s/ Julie Coletti
						Julie Coletti Executive Vice President, Chief Legal and Regulatory Officer

Date: May 20, 2026

FAQ

What did Align Technology (ALGN) shareholders vote on at the 2026 Annual Meeting?

Align Technology shareholders voted on electing ten directors, approving executive compensation on an advisory basis, ratifying PricewaterhouseCoopers LLP as auditor for 2026, and ratifying a special meeting provision in the Amended and Restated Bylaws at the 2026 Annual Meeting.

Were all director nominees elected at Align Technology’s 2026 Annual Meeting?

All ten Align Technology director nominees were elected. Each received between about 56.7 million and 59.0 million votes "For", with relatively smaller "Against" and "Abstain" tallies, and 4,807,543 broker non-votes recorded for each director proposal.

How did Align Technology (ALGN) shareholders vote on executive compensation in 2026?

Shareholders approved Align Technology’s named executive officer compensation on an advisory basis. The vote totaled 53,008,355 "For", 6,285,144 "Against" and 58,546 "Abstain", with 4,807,543 broker non-votes, indicating overall support for the company’s compensation program.

Did Align Technology (ALGN) shareholders ratify the auditor for fiscal 2026?

Yes, shareholders ratified PricewaterhouseCoopers LLP as Align Technology’s independent registered public accounting firm for the year ending December 31, 2026, with 61,733,668 votes "For", 2,374,738 "Against" and 51,182 "Abstain", reflecting strong support for the auditor.

What was the outcome of the special meeting provision vote for Align Technology (ALGN)?

Stockholders ratified the special meeting provision in Align Technology’s Amended and Restated Bylaws. The proposal received 43,694,385 votes "For", 15,598,140 "Against" and 59,522 "Abstain", plus 4,807,543 broker non-votes, confirming shareholder approval of this governance provision.

Filing Exhibits & Attachments

3 documents

Other Documents

• EX-101 XBRL TAXONOMY EXTENSION SCHEMA DOCUMENT 1.7 KB
• EX-101 XBRL TAXONOMY EXTENSION LABEL LINKBASE DOCUMENT 21.4 KB
• EX-101 XBRL TAXONOMY EXTENSION PRESENTATION LINKBASE DOCUMENT 12.4 KB