Codexis (CDXS) shareholders back board nominees, KPMG and pay plan
Filing Impact
Filing Sentiment
Form Type
8-K
Rhea-AI Filing Summary
Codexis, Inc. reported the final voting results from its 2026 Annual Meeting of Stockholders held on June 17, 2026. Stockholders elected Stephen G. Dilly, Raymond De Vré, and Rahul Singhvi as directors for three-year terms expiring at the 2029 annual meeting.
Stockholders also ratified the selection of KPMG LLP as independent registered public accounting firm for the fiscal year ending December 31, 2026, with 74,561,400 votes for, 106,175 against, and 70,905 abstentions. In addition, they approved, on a non-binding advisory basis, the compensation of the company’s named executive officers.
Positive
- None.
Negative
- None.
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
Votes for Stephen G. Dilly: 47,074,970 votes
Votes for Raymond De Vré: 53,369,302 votes
Votes for Rahul Singhvi: 53,059,159 votes
+3 more
6 metrics
Votes for Stephen G. Dilly
47,074,970 votes
Director election at 2026 annual meeting
Votes for Raymond De Vré
53,369,302 votes
Director election at 2026 annual meeting
Votes for Rahul Singhvi
53,059,159 votes
Director election at 2026 annual meeting
Auditor ratification for KPMG
74,561,400 for; 106,175 against; 70,905 abstain
Ratification of independent registered public accounting firm for 2026
Say-on-pay support
52,546,366 for; 1,192,848 against; 227,354 abstain
Non-binding advisory vote on executive compensation
Broker non-votes on key items
20,771,912 shares
Broker non-votes for director and compensation proposals
Key Terms
Broker Non-Votes, independent registered public accounting firm, non-binding, advisory basis, Inspector of Elections
4 terms
Broker Non-Votes financial
"Broker Non-Votes 20,771,912"
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
"KPMG 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.
non-binding, advisory basis financial
"approved, on a non-binding, advisory basis, the compensation"
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.
Inspector of Elections regulatory
"final results as certified by the Inspector of Elections"
An inspector of elections is an independent person or firm appointed to oversee and verify shareholder voting at corporate meetings, ensuring ballots and proxies are collected, validated and accurately counted. Like a neutral referee or scoreboard operator, they protect the integrity of votes that decide board members, mergers or other major actions, so investors can trust that outcomes reflect the true will of shareholders.
FAQ
What did Codexis (CDXS) stockholders decide at the 2026 Annual Meeting?
Codexis stockholders elected three directors, ratified KPMG LLP as auditor for 2026, and approved executive compensation on a non-binding advisory basis. These outcomes confirm support for the current board composition, audit firm, and disclosed pay programs for named executive officers.
Who was elected to the Codexis (CDXS) board at the 2026 Annual Meeting?
Stockholders elected Stephen G. Dilly, Raymond De Vré, and Rahul Singhvi to the Codexis board. Each director will serve a three-year term expiring at the 2029 annual meeting, or until a successor is elected and qualified or earlier resignation or removal occurs.
Was KPMG LLP approved as Codexis (CDXS) auditor for 2026?
Yes, Codexis stockholders ratified KPMG LLP as the independent registered public accounting firm for the fiscal year ending December 31, 2026. The ratification received 74,561,400 votes for, 106,175 against, and 70,905 abstentions, indicating strong support for the audit committee’s selection.
How did Codexis (CDXS) stockholders vote on executive compensation in 2026?
Stockholders approved the company’s named executive officer compensation on a non-binding, advisory basis. The vote totaled 52,546,366 for, 1,192,848 against, 227,354 abstentions, and 20,771,912 broker non-votes, signaling general backing for the pay practices described in the proxy statement.
What are broker non-votes in the Codexis (CDXS) 2026 voting results?
Broker non-votes are shares held in street name whose brokers did not receive voting instructions on certain proposals. For Codexis in 2026, 20,771,912 broker non-votes were recorded on the director elections and the advisory executive compensation proposal, affecting only items requiring explicit stockholder direction.