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Penumbra (NYSE: PEN) investors support board slate and all 2026 proposals

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

Rhea-AI Filing Summary

Penumbra, Inc. held its Annual Meeting of Stockholders on June 18, 2026.

Stockholders elected directors Arani Bose, M.D., Bridget O'Rourke, and Surbhi Sarna, who received 21,137,932 to 24,232,264 votes For. A second proposal received 29,208,244 votes For, and a third received 24,113,038 votes For.

Out of 39,331,425 shares outstanding and entitled to vote as of April 22, 2026, 29,260,683 shares were represented in person or by proxy at the meeting.

Positive

  • None.

Negative

  • None.
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.
Shares outstanding entitled to vote 39,331,425 shares Common stock outstanding and entitled to vote as of April 22, 2026
Shares represented at meeting 29,260,683 shares Shares present in person or by proxy at June 18, 2026 annual meeting
Votes For second proposal 29,208,244 votes Stockholder voting results for proposal two
Votes For third proposal 24,113,038 votes Stockholder voting results for proposal three
Votes For Surbhi Sarna 24,232,264 votes Director election at 2026 annual meeting
Annual Meeting of Stockholders financial
"Penumbra, Inc. (“Penumbra” or the “Company”) held its Annual Meeting of Stockholders on June 18, 2026"
Definitive Proxy Statement regulatory
"each of which is described in more detail in the Company’s Definitive Proxy Statement on Schedule 14A"
A Definitive Proxy Statement is a detailed document that a company sends to its shareholders before a big meeting, like voting on important decisions. It explains what's being voted on and gives important information so shareholders can make informed choices. It matters because it helps shareholders understand and participate in key company decisions.
Broker Non-Votes financial
"Nominee | 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.
record date financial
"At the close of business on April 22, 2026, the record date for the Annual Meeting"
The record date is the specific day when a company determines which shareholders are eligible to receive a dividend or participate in an upcoming vote. It’s like a cutoff date; if you own the stock on that day, you get the benefits or voting rights. This date matters because it decides who qualifies for certain company benefits.
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Understanding 8-K Material Events →
0001321732FALSE00013217322022-06-012022-06-01

__________________________________________________________________________________________________________________________

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

June 18, 2026
Date of Report (Date of earliest event reported) 
_______________________________________________________________________________________________________________________________

Penumbra, Inc.
(Exact name of registrant as specified in its charter)
_______________________________________________________________________________________________________________________________
Delaware001-3755705-0605598
(State or other jurisdiction of incorporation or organization)(Commission File No.)(I.R.S. employer identification number)
One Penumbra Place
Alameda, CA 94502
(Address of principal executive offices, including zip code)
 
(510) 748-3200
(Registrant’s telephone number, including area code) 
 
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligations 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 classTrading SymbolName of each exchange on which registered
Common Stock, Par value $0.001 per sharePENThe New York Stock Exchange

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.

(a)Penumbra, Inc. (“Penumbra” or the “Company”) held its Annual Meeting of Stockholders on June 18, 2026 (the “Annual Meeting”). Proxies for the Annual Meeting were solicited pursuant to Regulation 14A of the Securities Exchange Act of 1934, as amended. At the close of business on April 22, 2026, the record date for the Annual Meeting, there were 39,331,425 shares of the Company’s common stock, par value $0.001 per share, outstanding and entitled to vote, and 29,260,683 of such shares were voted in person or by proxy at the Annual Meeting on the proposals described below.

(b)At the Annual Meeting, Penumbra’s stockholders voted on the following three proposals, each of which is described in more detail in the Company’s Definitive Proxy Statement on Schedule 14A filed with the Securities and Exchange Commission on April 29, 2026. The number of votes cast with respect to each proposal was as indicated below:
1)
Election of Class II Directors. The following nominees were elected to serve as Class II directors until the Company’s 2027 annual meeting of stockholders and until their respective successors are duly elected and qualified, or, if sooner, until the director’s death, resignation or removal, based on the following results of voting:
NomineeVotes ForVotes WithheldBroker Non-Votes
Arani Bose, M.D.21,137,9323,772,4594,350,292
Bridget O'Rourke23,790,9261,119,4654,350,292
Surbhi Sarna24,232,264678,1274,350,292
2)
Ratification of Selection of Independent Registered Public Accounting Firm. The selection of PricewaterhouseCoopers LLP as the independent registered public accounting firm for Penumbra for the fiscal year ending December 31, 2026 was ratified based on the following results of voting:
Votes ForVotes AgainstAbstentionsBroker Non-Votes
29,208,24442,5299,910N/A
3)
Approval, on an Advisory Basis, of the Compensation of the Company’s Named Executive Officers. The compensation of the Company’s named executive officers was approved, on an advisory basis, based on the following results of voting:
Votes ForVotes AgainstAbstentionsBroker Non-Votes
24,113,038762,61234,7414,350,292









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 hereunto duly authorized.
 
       
    PENUMBRA, INC.
    
Date: June 22, 2026   By: /s/ Johanna Roberts
      Johanna Roberts
      Executive Vice President, General Counsel and Secretary


Source: View Original Filing on SEC EDGAR

FAQ

What did Penumbra (PEN) stockholders vote on at the 2026 annual meeting?

Penumbra stockholders voted on three proposals at the 2026 annual meeting, including electing three directors. The other two proposals, described in the company’s definitive proxy statement, also received strong support based on the reported For vote totals versus Against and Abstentions.

How many shares were eligible to vote at Penumbra’s 2026 annual meeting?

A total of 39,331,425 Penumbra common shares were outstanding and entitled to vote as of April 22, 2026. This record date base determines which stockholders could participate in the June 18, 2026 annual meeting and cast votes on the listed proposals.

What was turnout at Penumbra (PEN) stockholders’ 2026 annual meeting?

Turnout was 29,260,683 shares represented in person or by proxy at the meeting. This figure shows how many of the 39,331,425 eligible shares actually participated in voting on director elections and the other proposals presented.

How did Penumbra stockholders vote on director Arani Bose, M.D.?

Director nominee Arani Bose, M.D., received 21,137,932 votes For and 3,772,459 votes Withheld, with 4,350,292 broker non-votes. The strong For total indicates broad stockholder support for his election to Penumbra’s board under the company’s stated voting results.

Which director nominee at Penumbra’s 2026 meeting received the most For votes?

Director nominee Surbhi Sarna received the highest For vote total among the three, with 24,232,264 votes For. Bridget O’Rourke followed with 23,790,926 votes For, while Arani Bose, M.D., received 21,137,932 votes For, all with reported broker non-votes.

How strong was support for Penumbra’s second proposal at the 2026 meeting?

The second proposal received 29,208,244 votes For, 42,529 votes Against, and 9,910 Abstentions. This indicates very strong support, with For votes vastly exceeding Against and minimal abstentions, and no broker non-votes reported for this proposal.

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