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CapsoVision (CV) stockholders back directors and 2026 auditor at annual meeting

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

Rhea-AI Filing Summary

CapsoVision, Inc. reported the voting results from its 2026 annual meeting of stockholders held on June 11, 2026. Stockholders re-elected three Class I directors—Joanne Imperial, M.D., Wen-Herng (Henry) King, and Michele Harari—to serve until the 2029 annual meeting.

Support for each director was strong, with between 32,060,734 and 32,066,645 votes cast "for" and between 64,536 and 70,447 votes withheld, plus 2,244,596 broker non-votes for each nominee. Stockholders also ratified the appointment of Baker Tilly US, LLP as the company’s independent registered public accounting firm for the 2026 fiscal year, with 34,321,524 votes for, 154 against, and 54,099 abstentions.

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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.
Votes for Joanne Imperial, M.D. 32,060,734 votes Director election at 2026 annual meeting
Votes for Wen-Herng (Henry) King 32,065,119 votes Director election at 2026 annual meeting
Votes for Michele Harari 32,066,645 votes Director election at 2026 annual meeting
Broker non-votes on directors 2,244,596 votes Per director nominee at 2026 annual meeting
Votes for 2026 auditor ratification 34,321,524 votes Baker Tilly US, LLP appointment
Votes against 2026 auditor ratification 154 votes Baker Tilly US, LLP appointment
Abstentions on 2026 auditor ratification 54,099 votes Baker Tilly US, LLP appointment
Broker Non-Votes financial
"Nominee | For | Withheld | Broker Non-Votes Joanne Imperial, M.D. | 32,060,734 | 70,447 | 2,244,596"
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
"ratification of the appointment of Baker Tilly US, LLP as the Company's independent registered public accounting firm for the 2026 fiscal year"
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.
Class I Directors financial
"The nominees listed below were re-elected at the Meeting to serve as Class I Directors of the Company until the Company's 2029 annual meeting"
Class I directors are the subset of a company’s board whose terms expire at a specific annual meeting under a staggered election system that divides directors into multiple groups with different re-election years. For investors this matters because staggered classes slow how quickly shareholders can replace the board, affecting takeover risk, governance change and the pace of corporate decisions — like rotating only part of a team instead of swapping everyone at once.
Emerging growth company regulatory
"405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). 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
"The 2026 Annual Meeting of Stockholders (the "Meeting") of CapsoVision Inc (the "Company") was held on June 11, 2026."
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FALSE000137832500013783252026-06-112026-06-11

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 11, 2026
_________________________
CapsoVision, Inc.
(Exact name of registrant as specified in its charter)
_________________________
Delaware001-4270520-3369494
(State or other jurisdiction
of incorporation)		(Commission
File Number)		(IRS Employer
Identification Number)
18805 Cox Avenue, Suite 250
Saratoga, California
95070
(Address of Principal Executive Offices)(Zip Code)
Registrant’s telephone number, including area code: (408)-624-1488
n/a
(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:
oWritten communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
oSoliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
oPre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
oPre-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		Name of each exchange
on which registered
common stock, $0.001 par value per shareCVThe Nasdaq Stock Market LLC
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.

The 2026 Annual Meeting of Stockholders (the "Meeting") of CapsoVision Inc (the "Company") was held on June 11, 2026. At the Meeting, the Company's stockholders voted on the following two proposals, each of which is disclosed in more detail in the Proxy Statement filed on April 28, 2026. The stockholders cast their votes as described below.

1.Proposal #1 for the election (re-election) of the Class I Directors. The nominees listed below were re-elected at the Meeting to serve as Class I Directors of the Company until the Company's 2029 annual meeting of stockholders.

NomineeForWithheldBroker Non-Votes
Joanne Imperial, M.D.32,060,73470,4472,244,596
Wen-Herng (Henry) King32,065,11966,0622,244,596
Michele Harari32,066,64564,5362,244,596


2.Proposal #2 for the ratification of the appointment of Baker Tilly US, LLP as the Company's independent registered public accounting firm for the 2026 fiscal year was approved.

ForAgainstAbstainedBroker Non-Votes
34,321,52415454,099N/A




SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
CAPSOVISION, INC.
Date: June 12, 2026By:/s/ Kang-Huai (Johnny) Wang
Name:Kang-Huai (Johnny) Wang
TitlePresident and Chief Executive Officer

Source: View Original Filing on SEC EDGAR

FAQ

What did CapsoVision (CV) report from its 2026 annual stockholder meeting?

CapsoVision reported voting results from its 2026 annual meeting held June 11, 2026. Stockholders re-elected three Class I directors and ratified Baker Tilly US, LLP as independent auditor for the 2026 fiscal year, with substantial support on both proposals.

Which directors were re-elected at CapsoVision (CV)’s 2026 annual meeting?

Stockholders re-elected Joanne Imperial, M.D., Wen-Herng (Henry) King, and Michele Harari as Class I directors. They will serve until CapsoVision’s 2029 annual meeting of stockholders, following strong support in the director election vote tallies disclosed.

How many votes supported CapsoVision (CV) director nominees in 2026?

Votes "for" the director nominees ranged from 32,060,734 to 32,066,645, with 64,536 to 70,447 votes withheld. Each nominee also had 2,244,596 broker non-votes, indicating broad but not unanimous stockholder participation in the election.

Did CapsoVision (CV) stockholders ratify the 2026 independent auditor?

Yes. Stockholders ratified Baker Tilly US, LLP as CapsoVision’s independent registered public accounting firm for the 2026 fiscal year, with 34,321,524 votes in favor, 154 votes against, and 54,099 abstentions, and no broker non-votes reported on this proposal.

What were the broker non-votes at CapsoVision (CV)’s 2026 meeting?

For the director elections, there were 2,244,596 broker non-votes recorded for each of the three nominees. For the auditor ratification proposal, broker non-votes were listed as N/A, reflecting different voting treatment for that type of agenda item.

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