Novanta (NASDAQ: NOVT) investors back all 2026 vote items

Filing Impact

(Moderate)

Filing Sentiment

(Neutral)

Form Type

8-K

Rhea-AI Filing Summary

Novanta Inc. reported the results of its 2026 annual meeting of shareholders. A total of 33,371,777 common shares were represented, equal to 93.71% of outstanding shares as of April 14, 2026. All nine director nominees received strong majority support and were elected for terms ending at the 2027 annual meeting.

Shareholders also approved, on an advisory basis, the Company’s executive compensation and ratified the appointment of Deloitte & Touche LLP as independent registered public accounting firm through the next annual meeting.

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: 33,371,777 shares Turnout percentage: 93.71% Say-on-pay votes FOR: 31,065,978 votes +3 more

6 metrics

Shares represented 33,371,777 shares Present or by proxy at 2026 annual meeting

Turnout percentage 93.71% Portion of outstanding common shares as of April 14, 2026

Say-on-pay votes FOR 31,065,978 votes Advisory approval of executive compensation

Say-on-pay votes AGAINST 695,736 votes Advisory executive compensation proposal

Auditor ratification FOR 33,352,532 votes Appointment of Deloitte & Touche LLP

Auditor ratification AGAINST 5,006 votes Appointment of Deloitte & Touche LLP

Key Terms

Broker Non-Votes, advisory basis, independent registered public accounting firm, Annual Meeting of Shareholders

4 terms

Broker Non-Votes financial

"Votes FOR | | Votes WITHHELD | | 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.

advisory basis financial

"Item 2 — Approval, on an advisory basis, of the Company’s executive compensation."

independent registered public accounting firm financial

"Appointment of Deloitte & Touche 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.

Annual Meeting of Shareholders financial

"held its annual general meeting of shareholders (“Annual Meeting of Shareholders”)."

A yearly gathering where a company’s owners (shareholders) vote on key items like electing the board, approving executive pay, and ratifying auditors, and receive updates on performance and strategy. Think of it as an annual town hall for owners: it matters to investors because outcomes and disclosures can affect leadership, corporate direction, dividend and governance policies, and therefore the company’s risk and potential return.

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Understanding 8-K Material Events →

05/29/2026 - 04:45 PM

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 28, 2026

NOVANTA INC.

(Exact name of registrant as specified in is charter)


New Brunswick, Canada	001-35083	98-0110412
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

125 Middlesex Turnpike Bedford, Massachusetts		01730
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code: (781) 266-5700

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
Common shares, no par value	NOVT	Nasdaq Global Select Market
6.50% Tangible Equity Units	NOVTU	Nasdaq Global Select Market

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 Vote of Security Holders

On May 28, 2026, Novanta Inc. (the “Company”) held its annual general meeting of shareholders (“Annual Meeting of Shareholders”). A total of 33,371,777 common shares were present or represented by proxy at the meeting, representing approximately 93.71 percent of the Company’s outstanding common shares as of April 14, 2026, the record date for the meeting. The following are the voting results on the proposals considered and voted upon at the meeting, all of which were described in the Company’s definitive proxy statement filed with the Securities and Exchange Commission on April 24, 2026.

Item 1 — Election of directors for a term of office expiring on the date of the Company's next Annual Meeting of Shareholders in 2027, until their successor is elected or appointed, or until their earlier death, resignation, or removal.


NOMINEE	Votes FOR	Votes WITHHELD	Broker Non-Votes
Lonny J. Carpenter	31,049,533	725,191	1,597,053
Matthew T. Farrell	31,739,890	34,834	1,597,053
Matthijs Glastra	30,975,206	799,518	1,597,053
R. Matthew Johnson	31,237,177	537,547	1,597,053
Mary Katherine Ladone	31,064,627	710,097	1,597,053
Maxine L. Mauricio	31,079,323	695,401	1,597,053
Thomas N. Secor	31,321,519	453,205	1,597,053
Darlene J. S. Solomon, Ph.D.	31,199,580	575,144	1,597,053
Frank A. Wilson	31,721,169	53,555	1,597,053

Item 2 — Approval, on an advisory basis, of the Company’s executive compensation.


Votes FOR	Votes AGAINST	Votes ABSTAINED	Broker Non-Votes
31,065,978	695,736	13,010	1,597,053

Item 3 — Appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm to serve until the Company's next Annual Meeting of Shareholders in 2027.


Votes FOR	Votes AGAINST	Votes ABSTAINED
33,352,532	5,006	14,239

Based on the foregoing votes, each of the nine nominees for director was elected; Item 2 was approved; and Item 3 was approved.

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.


	Novanta Inc.

Date: May 29, 2026	By:	/s/ Alexander Manganiello
		Alexander Manganiello
		General Counsel and Corporate Secretary

Source: View Original Filing on SEC EDGAR

FAQ

What did Novanta (NOVT) shareholders vote on at the 2026 annual meeting?

Shareholders voted on electing nine directors, approving executive compensation on an advisory basis, and appointing Deloitte & Touche LLP as independent registered public accounting firm. All three proposals received sufficient support and were approved at the meeting.

How many Novanta (NOVT) shares were represented at the 2026 shareholder meeting?

A total of 33,371,777 common shares were present or represented by proxy, representing 93.71% of outstanding shares as of April 14, 2026. This high participation level indicates broad shareholder engagement in the governance process.

Were all Novanta (NOVT) director nominees elected at the 2026 meeting?

Yes, all nine director nominees were elected for terms ending at the 2027 annual meeting. Each nominee, including Matthijs Glastra and other board members, received substantially more votes "FOR" than "WITHHELD," with additional broker non-votes recorded.

How did Novanta (NOVT) shareholders vote on executive compensation in 2026?

Shareholders approved the company’s executive compensation on an advisory basis, with 31,065,978 votes "FOR," 695,736 "AGAINST," and 13,010 abstentions. There were also 1,597,053 broker non-votes on this say-on-pay resolution at the annual meeting.

Which audit firm did Novanta (NOVT) shareholders appoint for 2026-2027?

Shareholders appointed Deloitte & Touche LLP as Novanta’s independent registered public accounting firm until the 2027 annual meeting. The firm received 33,352,532 votes "FOR," 5,006 votes "AGAINST," and 14,239 abstentions, reflecting strong shareholder support.

What was the record date for Novanta (NOVT) shareholders entitled to vote in 2026?

The record date for shareholders entitled to vote at the 2026 annual meeting was April 14, 2026. The 93.71% turnout figure is calculated based on the company’s outstanding common shares as of that record date.

Filing Exhibits & Attachments

1 document