Ichor Holdings (NASDAQ: ICHR) investors back board and KPMG

Rhea-AI Filing Summary

Ichor Holdings, Ltd. reported the results of its 2026 Annual General Meeting of Shareholders held in Fremont, California. A total of 30,596,247 outstanding ordinary shares were represented by proxy.

Shareholders elected all seven director nominees— including Iain MacKenzie, Philip Barros, Laura Black, John Kispert, Jorge Titinger, Yuval Wasserman, and Wendy Arienzo—each receiving significantly more votes "For" than "Against," with additional broker non-votes recorded.

Investors also approved, on an advisory "say-on-pay" basis, the compensation of the company’s named executive officers, with 27,170,662 votes in favor versus 846,370 against and 68,700 abstentions. In addition, shareholders ratified the appointment of KPMG LLP as Ichor’s independent registered public accounting firm for the fiscal year ending December 25, 2026, with 30,466,072 votes in favor, 62,694 against, and 67,481 abstentions.

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: 30,596,247 shares Say-on-pay for votes: 27,170,662 votes Say-on-pay against votes: 846,370 votes +4 more

7 metrics

Shares represented 30,596,247 shares Outstanding ordinary shares represented by proxy at 2026 Annual Meeting

Say-on-pay for votes 27,170,662 votes Votes in favor of named executive officer compensation advisory approval

Say-on-pay against votes 846,370 votes Votes against named executive officer compensation advisory approval

Auditor ratification for votes 30,466,072 votes Votes in favor of ratifying KPMG LLP for fiscal year ending December 25, 2026

Auditor ratification against votes 62,694 votes Votes against ratifying KPMG LLP as independent registered public accounting firm

Votes for Iain MacKenzie 27,733,666 votes For votes for director nominee Iain MacKenzie, excluding broker non-votes

Votes for Laura Black 24,753,633 votes For votes for director nominee Laura Black, excluding broker non-votes

Key Terms

Annual General Meeting of Shareholders, broker non-votes, named executive officers, independent registered public accounting firm, +1 more

5 terms

Annual General Meeting of Shareholders financial

"held its 2026 Annual General Meeting of Shareholders (the “Annual Meeting”) in Fremont"

broker non-votes financial

"36,076 | 2,510,515 broker non-votes"

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

"approved, on an advisory basis, the compensation of the Company’s named executive officers"

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

"ratified the appointment of 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.

amended and restated memorandum and articles of association regulatory

"to hold office in accordance with the terms of the Company’s amended and restated memorandum and articles"

Understanding 8-K Material Events →

0001652535FALSE3185 Laurelview Ct.FremontCalifornia00016525352026-05-142026-05-14

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): May 14, 2026

___________________________________________________________________________________________________________________________________________________

ICHOR HOLDINGS, LTD.

(Exact name of registrant as specified in its charter)

___________________________________________________________________________________________________________________________________________________

Cayman Islands			001-37961			Not Applicable
(State or other jurisdiction of incorporation)			(Commission File Number)			(IRS Employer Identification No.)

3185 Laurelview Ct. Fremont, California			94538
(Address of principal executive offices)			(Zip Code)

Registrant’s telephone number, including area code: (510) 897-5200

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:

o			Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o			Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o			Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o			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

Ordinary Shares, par value $0.0001

ICHR

The 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 o

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. o

Item 5.07 Submission of Matters to a Vote of Security Holders

On May 14, 2026, Ichor Holdings, Ltd. (the “Company”) held its 2026 Annual General Meeting of Shareholders (the “Annual Meeting”) in Fremont, California. A total of 30,596,247 outstanding ordinary shares of the Company were represented by proxy at the Annual Meeting. The final voting results for each of the items submitted to a shareholder vote at the Annual Meeting are set forth below.

1.The Company's shareholders elected the director nominees listed below to hold office in accordance with the terms of the Company’s amended and restated memorandum and articles of association until the Company’s annual general meeting to be held in 2027 or until their respective successors are duly elected and qualified:

Director Nominee						For						Against						Abstain						Broker Non-Votes
Iain MacKenzie						27,733,666						345,998						6,068						2,510,515
Philip Barros						27,991,334						88,360						6,038						2,510,515
Laura Black						24,753,633						3,297,070						35,029						2,510,515
John Kispert						27,525,944						525,077						34,711						2,510,515
Jorge Titinger						27,773,121						276,535						36,076						2,510,515
Yuval Wasserman						27,112,435						936,541						36,756						2,510,515
Wendy Arienzo						27,461,081						618,264						6,387						2,510,515

2.The Company's shareholders approved, on an advisory basis, the compensation of the Company’s named executive officers:

For						Against						Abstain						Broker Non-Votes
27,170,662						846,370						68,700						2,510,515

3.The Company's shareholders ratified the appointment of KPMG LLP as the Company's independent registered public accounting firm for the fiscal year ending December 25, 2026:

For						Against						Abstain
30,466,072						62,694						67,481

SIGNATURES

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.

			ICHOR HOLDINGS, LTD.
Date: May 14, 2026			/s/ Greg Swyt
			Greg Swyt
			Chief Financial Officer

FAQ

What did Ichor Holdings (ICHR) shareholders vote on at the 2026 Annual Meeting?

Shareholders voted on director elections, executive compensation and auditor ratification. They elected seven directors, approved named executive officer pay on an advisory basis, and ratified KPMG LLP as independent auditor for the fiscal year ending December 25, 2026.

How many Ichor Holdings (ICHR) shares were represented at the 2026 Annual Meeting?

A total of 30,596,247 outstanding ordinary shares were represented by proxy. This figure shows broad shareholder participation in decisions on board elections, executive compensation and the ratification of KPMG LLP as the independent registered public accounting firm.

Were Ichor Holdings (ICHR) director nominees elected at the 2026 Annual Meeting?

Yes, all seven director nominees were elected. Candidates including Iain MacKenzie, Philip Barros, Laura Black and others each received substantially more votes "For" than "Against," with small numbers of abstentions and broker non-votes recorded for each nominee.

Did Ichor Holdings (ICHR) shareholders approve executive compensation in the say-on-pay vote?

Yes, shareholders approved executive compensation on an advisory basis. The say-on-pay proposal received 27,170,662 votes "For," 846,370 "Against," and 68,700 abstentions, along with 2,510,515 broker non-votes reported in the final tabulation.

Which audit firm did Ichor Holdings (ICHR) shareholders ratify for fiscal 2026?

Shareholders ratified KPMG LLP as the independent registered public accounting firm. The ratification vote recorded 30,466,072 votes "For," 62,694 "Against," and 67,481 abstentions for the fiscal year ending December 25, 2026.

What were the vote results for Ichor Holdings (ICHR) director Laura Black?

Director nominee Laura Black received 24,753,633 votes "For" and 3,297,070 votes "Against," with 35,029 abstentions and 2,510,515 broker non-votes. These results confirm her election under the company’s amended and restated memorandum and articles of association.

Filing Exhibits & Attachments

3 documents

Other Documents

• EX-101 XBRL TAXONOMY EXTENSION SCHEMA DOCUMENT 1.8 KB
• EX-101 XBRL TAXONOMY EXTENSION LABEL LINKBASE DOCUMENT 21.4 KB
• EX-101 XBRL TAXONOMY EXTENSION PRESENTATION LINKBASE DOCUMENT 12.3 KB