Ambarella holders back equity plan and board
Ambarella, Inc. held its 2026 Annual Meeting of Shareholders, where investors approved an Amended and Restated 2021 Equity Incentive Plan, elected three Class II directors, and ratified the company’s auditor.
Rhea-AI Filing Summary
Ambarella, Inc. held its 2026 Annual Meeting of Shareholders, where investors approved an Amended and Restated 2021 Equity Incentive Plan, elected three Class II directors, and ratified the company’s auditor. Shareholders also approved, on a non-binding advisory basis, compensation for the named executive officers.
The meeting had strong participation, with 37,856,312 of 43,861,484 ordinary shares outstanding as of May 5, 2026 represented, equal to about 86.31% of shares entitled to vote. Gregory M. Bryant, D. Jeffrey Richardson, and Elizabeth M. Schwarting were elected to serve as Class II directors until the 2029 annual meeting or until their successors are elected and qualified.
Positive
- None.
Negative
- None.
8-K Event Classification
3 items: 5.02, 5.07, 9.01
3 items
Item 5.02
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers
Governance
Key personnel changes including departures, elections, or appointments of directors and executive officers.
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, or exhibit attachments filed with this report.
Key Figures
Shares outstanding record date: 43,861,484 ordinary shares
Shares represented at meeting: 37,856,312 ordinary shares
Participation rate: 86.31% of outstanding shares
+4 more
7 metrics
Shares outstanding record date
43,861,484 ordinary shares
Outstanding as of May 5, 2026, record date for Annual Meeting
Shares represented at meeting
37,856,312 ordinary shares
Represented in person or by proxy at 2026 Annual Meeting
Participation rate
86.31% of outstanding shares
Shares entitled to vote represented at the 2026 Annual Meeting
Votes for Gregory M. Bryant
32,445,631 votes for, 211,504 withheld
Election as Class II director
Votes for D. Jeffrey Richardson
29,062,870 votes for, 3,594,265 withheld
Election as Class II director
Votes for Elizabeth M. Schwarting
26,261,730 votes for, 6,395,405 withheld
Election as Class II director
Broker non-votes on director proposal
5,199,177 broker non-votes
Director election proposal at 2026 Annual Meeting
Key Terms
Amended and Restated 2021 Equity Incentive Plan, broker non-votes, non-binding, advisory basis, independent registered public accounting firm, +1 more
5 terms
Amended and Restated 2021 Equity Incentive Plan financial
"the Company’s shareholders approved the amendment and restatement of the Ambarella, Inc. 2021 Equity Incentive Plan (the “Amended and Restated 2021 Plan”)"
broker non-votes financial
"There were 5,199,177 broker non-votes with respect to this proposal."
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.
non-binding, advisory basis financial
"The Company’s shareholders approved, on a non-binding, advisory basis, the compensation of the Company’s named executive officers"
A non-binding, advisory basis means a recommendation or decision that carries no legal force and does not obligate the parties to act; it’s similar to a friendly suggestion rather than a signed promise. For investors, this matters because such guidance can influence market expectations and management plans but offers no guarantee of follow-through, so investors should treat it as informative input rather than a firm commitment.
independent registered public accounting firm financial
"The appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the fiscal year ending January 31, 2027 was ratified"
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.
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
Which directors were elected at Ambarella’s 2026 Annual Meeting and for how long?
Gregory M. Bryant, D. Jeffrey Richardson, and Elizabeth M. Schwarting were elected as Class II directors, each to serve until Ambarella’s 2029 annual meeting of shareholders or until a respective successor is duly elected and qualified.
Was Ambarella’s 2021 Equity Incentive Plan changed at the 2026 meeting?
Shareholders approved the Ambarella, Inc. 2021 Equity Incentive Plan, as Amended and Restated. The detailed terms are described in Proposal 4 of the May 15, 2026 proxy statement and in the full plan text filed as Exhibit 10.1.
Who is Ambarella’s independent registered public accounting firm for fiscal 2027?
PricewaterhouseCoopers LLP was ratified as Ambarella’s independent registered public accounting firm for the fiscal year ending January 31, 2027, following shareholder approval at the 2026 Annual Meeting of Shareholders.
AI-generated analysis. How Rhea-AI works. Not financial advice.
