Enovix (NASDAQ: ENVX) shareholders approve board, pay and auditor
Filing Impact
Filing Sentiment
Form Type
8-K
Rhea-AI Filing Summary
Enovix Corporation reported the results of its 2026 Annual Meeting of Stockholders. Holders of 153,161,477 common shares, representing 70.3% of voting power as of the April 13, 2026 record date, were present in person or by proxy, establishing a quorum.
Stockholders elected all eight director nominees to one-year terms, with each receiving more votes "for" than "withheld." They also approved, on an advisory basis, the compensation of the company’s named executive officers. In addition, stockholders ratified the appointment of Deloitte & Touche LLP as independent registered public accounting firm for the fiscal year ending January 3, 2027.
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
Shares represented: 153,161,477 shares
Voting power represented: 70.3%
Say-on-pay votes for: 72,717,910 votes
+4 more
7 metrics
Shares represented
153,161,477 shares
Present at 2026 Annual Meeting; voting power basis April 13, 2026
Voting power represented
70.3%
Voting power of common stock as of April 13, 2026
Say-on-pay votes for
72,717,910 votes
Advisory approval of named executive officer compensation
Say-on-pay votes against
15,443,577 votes
Advisory compensation proposal
Auditor ratification votes for
148,880,783 votes
Ratification of Deloitte & Touche LLP for FY ending Jan 3, 2027
Auditor ratification votes against
2,847,417 votes
Ratification of Deloitte & Touche LLP
Auditor ratification abstentions
1,433,277 votes
Ratification of Deloitte & Touche LLP
Key Terms
broker non-votes, named executive officers, independent registered public accounting firm, quorum, +1 more
5 terms
broker non-votes financial
"including the number of abstentions and broker non-votes with respect to each matter."
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.
named executive officers financial
"Stockholders approved, on an advisory basis, the compensation of the Company’s named executive officers as disclosed in the Proxy Statement."
Named executive officers are the senior company leaders whose names, roles and compensation are singled out in required regulatory filings; this typically includes the chief executive, chief financial officer and the next highest‑paid senior officers. Investors treat this list like a team roster — it shows who makes key decisions, how they are paid and whether incentives align with shareholder interests, so changes or pay patterns can signal governance quality, risk or strategic shifts.
independent registered public accounting firm financial
"ratification of the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the fiscal year ending January 3, 2027."
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.
quorum financial
"constituting a quorum for the transaction of business."
A quorum is the minimum number of members needed to officially hold a meeting or make decisions. It ensures that decisions are made with enough participation to represent the group’s interests, much like a majority must be present for a vote to be valid. For investors, understanding quorum is important because it affects when and how important company or organization decisions can be legally made.
advisory basis financial
"Stockholders approved, on an advisory basis, the compensation of the Company’s named executive officers"
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
(Exact Name of Registrant as Specified in Its Charter)
| (State or Other Jurisdiction of Incorporation) | (Commission File Number) | (IRS Employer Identification No.) | ||||||||||||
| (Address of Principal Executive Offices) | (Zip Code) | |||||||
Registrant’s Telephone Number, Including Area Code: (510 ) 695-2350
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 each exchange on which registered | ||||||||||||
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.
On June 11, 2026, Enovix Corporation (the “Company”) held its 2026 Annual Meeting of Stockholders (the “Annual Meeting”). Present at the Annual Meeting in person or by proxy were holders of 153,161,477 shares of the Company’s common stock, representing 70.3% of the voting power of the Company’s common stock as of April 13, 2026, the record date for the Annual Meeting, and constituting a quorum for the transaction of business. At the Annual Meeting, the Company’s stockholders voted on three proposals, each of which is described in more detail in the Company’s definitive proxy statement filed with the U.S. Securities and Exchange Commission (the “SEC”) on April 24, 2026 (the “Proxy Statement”). The following is a brief description of each matter voted on at the Annual Meeting, including the number of votes cast with respect to each matter and, if applicable, the number of abstentions and broker non-votes with respect to each matter.
Proposal 1 – Election of Directors
Stockholders approved the election of each of the Company’s eight (8) directors to serve for a one-year term until the Company’s 2027 Annual Meeting of Stockholders. The results of the voting were as follows:
| Nominee | Voting Result | For | Withheld | Broker Non-Votes | ||||||||||||||||||||||
| Thurman John Rodgers | Approved | 77,808,783 | 11,642,494 | 63,710,200 | ||||||||||||||||||||||
| Betsy Atkins | Approved | 73,970,530 | 15,480,747 | 63,710,200 | ||||||||||||||||||||||
Pegah Ebrahimi | Approved | 86,063,796 | 3,387,481 | 63,710,200 | ||||||||||||||||||||||
| Bernard Gutmann | Approved | 86,621,523 | 2,829,754 | 63,710,200 | ||||||||||||||||||||||
| Joseph Malchow | Approved | 85,498,535 | 3,952,742 | 63,710,200 | ||||||||||||||||||||||
| J. Daniel McCranie | Approved | 86,001,242 | 3,450,035 | 63,710,200 | ||||||||||||||||||||||
| Gregory Reichow | Approved | 86,451,037 | 3,000,240 | 63,710,200 | ||||||||||||||||||||||
| Dr. Raj Talluri | Approved | 86,195,883 | 3,255,394 | 63,710,200 | ||||||||||||||||||||||
Proposal 2 – Compensation of Our Named Executive Officers
Stockholders approved, on an advisory basis, the compensation of the Company’s named executive officers as disclosed in the Proxy Statement. The results of the voting were as follows:
| Voting Result | For | Against | Abstain | Broker Non-Votes | ||||||||||||||||||||||
| Approved | 72,717,910 | 15,443,577 | 1,289,790 | 63,710,200 | ||||||||||||||||||||||
Proposal 3 – Ratification of Appointment of Independent Registered Accounting Firm for Fiscal Year 2025
Stockholders approved the ratification of the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the fiscal year ending January 3, 2027. The results of the voting were as follows:
| Voting Result | For | Against | Abstain | |||||||||||||||||
| Approved | 148,880,783 | 2,847,417 | 1,433,277 | |||||||||||||||||
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 thereunto duly authorized.
| Enovix Corporation | |||||||||||
| Date: | June 12, 2026 | By: | /s/ Arthi Chakravarthy | ||||||||
Arthi Chakravarthy Chief Legal Officer and Head of Corporate Development | |||||||||||
FAQ
What did Enovix (ENVX) stockholders vote on at the 2026 Annual Meeting?
Stockholders voted on three proposals: electing eight directors to one-year terms, approving on an advisory basis executive compensation, and ratifying Deloitte & Touche LLP as independent registered public accounting firm for the fiscal year ending January 3, 2027.
Were all Enovix (ENVX) director nominees elected at the 2026 meeting?
Yes. All eight Enovix director nominees, including Thurman John Rodgers and Dr. Raj Talluri, were approved. Each nominee received more votes “for” than “withheld,” with additional broker non-votes reported but not affecting the election outcomes.
Did Enovix (ENVX) stockholders approve executive compensation in 2026?
Yes. Stockholders approved, on an advisory basis, the compensation of Enovix’s named executive officers, with 72,717,910 votes for, 15,443,577 against, 1,289,790 abstentions, and 63,710,200 broker non-votes recorded in the voting results table.
Which audit firm was ratified for Enovix’s 2026 fiscal year?
Stockholders ratified Deloitte & Touche LLP as Enovix’s independent registered public accounting firm for the fiscal year ending January 3, 2027, with 148,880,783 votes for, 2,847,417 against, and 1,433,277 abstentions reported in the voting results.
What percentage of Enovix (ENVX) voting power attended the 2026 meeting?
Enovix reported that 70.3% of the voting power of its common stock, based on the April 13, 2026 record date, was present in person or by proxy at the 2026 Annual Meeting, satisfying the quorum requirement to conduct stockholder business.