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A10 Networks (NYSE: ATEN) holders back pay and auditor at 2026 meeting

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

A10 Networks, Inc. held its 2026 Annual Meeting of Stockholders on April 22, 2026, with 66,388,780 of 71,723,964 entitled shares voting, a turnout of 92.56%. Stockholders elected five directors to serve until the 2027 annual meeting, subject to earlier resignation or removal.

They approved, on a non-binding basis, the Company’s executive compensation and indicated a preference to hold future advisory votes on executive pay every year. Stockholders also ratified the appointment of Grant Thornton LLP as the independent registered public accounting firm for the fiscal year ending December 31, 2026.

Positive

  • None.

Negative

  • None.
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.
Shares entitled to vote 71,723,964 shares Common stock entitled to vote at 2026 Annual Meeting
Shares voted 66,388,780 shares (92.56%) Shares present in person or by proxy at 2026 Annual Meeting
Say-on-pay support 44,551,793 shares for Advisory vote to approve executive compensation
Say-on-pay against 15,835,380 shares against Advisory vote to approve executive compensation
Preferred say-on-pay frequency 59,734,518 shares for 1 year Frequency vote on future advisory votes on executive compensation
Auditor ratification for votes 66,324,963 shares for Ratification of Grant Thornton LLP for fiscal year ending December 31, 2026
broker non-votes financial
"For | Withhold | Broker Non-Votes Tor R. Braham | 59,850,982 | 1,498,298 | 5,039,500"
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 vote financial
"Proposal 2: A non-binding advisory vote to approve the Company’s executive compensation"
A non-binding advisory vote is a shareholder vote that expresses investors’ opinion on a proposal (such as executive pay, corporate policy, or governance practices) but does not legally force the company to act. Think of it like a customer survey: it signals whether owners approve or disapprove and can pressure boards and managers to change course, so investors watch the result as an indicator of governance risk and potential future shifts in company strategy or leadership.
independent registered public accounting firm financial
"The ratification of the appointment of Grant Thornton LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026"
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.
Annual Meeting of Stockholders financial
"held its 2026 Annual Meeting of Stockholders on April 22, 2026"
false000158080800015808082026-04-222026-04-22


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

April 22, 2026
Date of Report (Date of earliest event reported)
____________________________________________________________________________
A10 Logo JPEG.jpg
A10 NETWORKS, INC.
(Exact name of the registrant as specified in its charter)
____________________________________________________________________________
Delaware001-3634320-1446869
(State or Other Jurisdiction of Incorporation or Organization)(Commission File Number)(I.R.S. Employer Identification Number)

2300 Orchard Parkway
San Jose, CA 95131
(Address of principal executive offices, including zip code)

(408) 325-8668
(Name and telephone number, including area code, of the person to contact in connection with this report)

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 classTrading symbol(s)Name of each exchange on which registered
Common stock, $0.00001 par value per shareATENNew York Stock Exchange





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

A10 Networks, Inc. (the “Company”) held its 2026 Annual Meeting of Stockholders on April 22, 2026 (the “Annual Meeting”). There were 71,723,964 shares of common stock entitled to vote at the Annual Meeting, of which 66,388,780 (92.56%) shares were voted in person or by proxy. The Company’s stockholders voted upon and approved the following proposals at the Annual Meeting:

Proposal 1: The election of the directors named below to hold office until the Company’s 2027 annual meeting of stockholders and until their successors are duly elected and qualified, subject to earlier resignation or removal:
ForWithholdBroker Non-Votes
Tor R. Braham59,850,9821,498,2985,039,500
Peter Y. Chung50,893,37010,455,9105,039,500
Eric Singer29,246,12132,103,1595,039,500
Dhrupad Trivedi58,740,5172,608,7635,039,500
Dana Wolf59,785,9331,563,3475,039,500

Proposal 2: A non-binding advisory vote to approve the Company’s executive compensation:
ForAgainstAbstainBroker Non-Votes
44,551,79315,835,380962,1075,039,500

Proposal 3: A non-binding advisory vote to approve the frequency of holding future advisory votes on executive compensation:
1 Year2 Years3 YearsAbstainBroker Non-Votes
59,734,5189,0251,582,30123,4365,039,500

In accordance with the results of the advisory vote, the Board of Directors of the Company determined that, consistent with the stockholders’ advisory vote, it will include in its proxy materials a stockholder vote on executive compensation every year until the next required stockholder vote on the frequency of stockholder votes on executive compensation.

Proposal 4: The ratification of the appointment of Grant Thornton LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026:
ForAgainstAbstainBroker Non-Votes
66,324,96339,44424,373







SIGNATURE
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: April 23, 2026
A10 NETWORKS, INC.
By: /s/ Scott Weber
Scott Weber
General Counsel


FAQ

What did A10 Networks (ATEN) shareholders approve at the 2026 annual meeting?

Shareholders elected five directors, approved executive compensation on an advisory basis, and ratified Grant Thornton LLP as auditor for 2026. They also indicated a preference for holding the advisory vote on executive pay every year going forward.

How many A10 Networks shares were represented at the 2026 annual meeting?

A total of 66,388,780 shares were voted out of 71,723,964 shares entitled to vote, representing 92.56% participation. This reflects a high level of shareholder engagement in the company’s governance decisions at the 2026 Annual Meeting.

Which A10 Networks directors were elected at the 2026 annual meeting?

Stockholders elected Tor R. Braham, Peter Y. Chung, Eric Singer, Dhrupad Trivedi, and Dana Wolf as directors. Each will serve until the 2027 annual meeting of stockholders, and until a successor is duly elected and qualified, subject to earlier resignation or removal.

How did A10 Networks (ATEN) shareholders vote on executive compensation in 2026?

In the advisory vote on executive compensation, 44,551,793 shares voted for, 15,835,380 against, and 962,107 abstained, with 5,039,500 broker non-votes. This resulted in shareholder approval of the company’s executive pay program on a non-binding basis.

What frequency of say-on-pay votes did A10 Networks shareholders choose?

Shareholders favored holding the advisory vote on executive compensation every year, with 59,734,518 shares supporting a one-year frequency. Smaller amounts supported two- or three-year intervals. The board decided to follow this annual frequency until the next required frequency vote.

Who is A10 Networks’ independent auditor for the year ending December 31, 2026?

Grant Thornton LLP was ratified as A10 Networks’ independent registered public accounting firm for the fiscal year ending December 31, 2026. The ratification vote received 66,324,963 shares for, 39,444 against, and 24,373 abstentions, with no broker non-votes reported.

Filing Exhibits & Attachments

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