US Corporate Board Director Changes SEC Filings — May 26, 2026

26-05-2026

APA Corporation held its 2026 annual meeting on May 21, 2026, where shareholders approved the Third Amendment to the 2016 Omnibus Compensation Plan, increasing authorized shares by 24,160,000 and extending the plan through May 21, 2036. All 10 director nominees were elected, and shareholders ratified Ernst & Young as independent auditor for fiscal 2026. The non-binding advisory vote on executive compensation ('say on pay') passed with 86.0% support, though 38.8 million votes were cast against, indicating notable dissent.

• · The 2016 Omnibus Compensation Plan term was extended through May 21, 2036.
• · All 10 director nominees were elected with the lowest support for Annell R. Bay (97.2% of votes cast excluding broker non-votes) and highest for H. Lamar McKay (99.5%).
• · Ratification of Ernst & Young as independent auditor received 98.5% support (307,082,415 for, 4,653,628 against).
• · The compensation plan amendment received 96.0% support (266,499,823 for, 10,989,332 against).
• · Broker non-votes totaled 34,089,789 shares on all director elections and proposals except the auditor ratification.

26-05-2026

OFA Group shareholders approved a 1-for-10 reverse stock split of Class A ordinary shares, the adoption of amended articles of association, and the 2026 Equity Incentive Plan at the Extraordinary General Meeting on May 21, 2026. The reverse split was authorized with overwhelming support (517.5M votes for vs. 59K against), and the equity plan was similarly approved. The board retains discretion on implementing the share consolidation.

• · Share consolidation ratio is 1-for-10 for Class A ordinary shares.
• · Class B ordinary shares have 25 votes per share, Class A have 1 vote per share.
• · The 2026 Equity Incentive Plan was adopted by the Board on May 8, 2026 and became effective upon shareholder approval at the Meeting.
• · All three proposals passed with over 517 million votes in favor and minimal opposition (less than 60,000 votes against each).
• · No broker non-votes were reported for any proposal.

26-05-2026

UFP Technologies announced the planned retirement of Christopher P. Litterio, General Counsel, Secretary, and Senior Vice President of Human Resources, effective after a transition period. The departure is a key executive change but no financial impact is disclosed.

• · Christopher P. Litterio informed the company of his retirement on May 19, 2026.
• · The retirement is effective after a transition period; no specific date given.
• · No replacement or interim appointment has been announced.

26-05-2026

On May 21, 2026, NorthEast Community Bancorp, Inc. held its annual meeting where stockholders elected four directors for three-year terms and approved the 2026 Equity Incentive Plan. The appointment of S.R. Snodgrass, P.C. as independent auditor for fiscal year 2026 was also ratified. Director John F. McKenzie received a relatively high number of withheld votes (2,003,337), representing about 22.6% of votes cast, indicating notable shareholder dissent.

• · The annual meeting was held on May 21, 2026.
• · All four director nominees were elected for three-year terms.
• · The 2026 Equity Incentive Plan was approved with 8,177,774 votes FOR, 553,081 AGAINST, and 139,307 abstentions.
• · Ratification of S.R. Snodgrass, P.C. as independent auditor passed with 10,833,710 FOR, 138,801 AGAINST, and 225,861 abstentions.
• · There were 2,328,210 broker non-votes on the director election and equity plan proposals, but none on the auditor ratification.

26-05-2026

McCormick & Company appointed Cindy Hoots, former Chief Digital Officer & CIO of AstraZeneca, to its Board of Directors effective June 1, 2026. The board will now consist of 12 directors, 11 of whom are independent. This appointment is part of McCormick's ongoing board refreshment process.

• · Cindy Hoots holds a Bachelor of Science degree from DeVry Institute of Technology.
• · She serves on the Digital Advisory Council at BP and advises startups.
• · McCormick operates in two segments: Consumer and Flavor Solutions.
• · The company was founded in 1889 and is headquartered in Hunt Valley, Maryland.

26-05-2026

On May 18, 2026, Milan Rao informed SS Innovations International, Inc. that he would step down as Global Chief Operating Officer and Chief Financial Officer, effective May 25, 2026. The company has initiated a search for a permanent CFO successor. No financial details or performance metrics were disclosed in this filing.

• · The resignation is effective May 25, 2026, and the company is actively searching for a permanent CFO.
• · The filing does not provide any financial impact or performance data.

26-05-2026

Jonathan McNeill notified GM's Board that he will not stand for reelection at the 2026 Annual Meeting on June 2, 2026, and will retire from the Board upon its conclusion. The Board intends to reduce its size from 11 to 10 directors after the meeting. McNeill's retirement is not due to any disagreement with the company.

• · McNeill's retirement is effective at the conclusion of the 2026 Annual Meeting on June 2, 2026.
• · The Board reduction from 11 to 10 directors is intended after the Annual Meeting.

26-05-2026

Palomar Holdings, Inc. appointed Scott Beiser, Co-Chairman of Houlihan Lokey (NYSE:HLI), to its Board of Directors effective May 21, 2026. Mr. Beiser brings decades of executive leadership, public company experience, and expertise in strategic planning, corporate governance, and capital allocation. He is expected to support the execution of Palomar's "Palomar 2X" growth strategy, with no other material financial or operational metrics disclosed.

• · Scott Beiser served as CEO of Houlihan Lokey from 2003 to 2024 and led its 2015 IPO.
• · Beiser joined Houlihan Lokey in 1984 and has been on its board since 1991.
• · Palomar's insurance subsidiaries hold an A.M. Best financial strength rating of 'A' (Excellent) for PSIC, PSRE, PESIC, and FIA; PCSC has an 'A-' (Excellent) rating.
• · Palomar operates in five product categories: Earthquake, Inland Marine and Property, Casualty, Surety & Credit, and Crop.

26-05-2026

Medifast Inc. announced the promotion of Nick Johnson to Chief Executive Officer effective June 8, 2026, with an annual salary of $600,000. His total target compensation increased 69% versus his prior package, including eligibility for a Success Sharing Incentive Plan (target 100% of base salary) and a Long-Term Incentive Plan with an annual target grant value of 250% of base salary starting in 2027. The filing does not disclose any negative or flat performance metrics.

• · Nick Johnson's promotion effective June 8, 2026
• · LTI grants consist of 40% Deferred Restricted Stock Units and 60% Performance Stock Units
• · Success Sharing bonus is discretionary based on Medifast's financial performance
• · LTI Plan and Success Sharing Plan are subject to change by the Company at its sole discretion

26-05-2026

Stoneridge, Inc. held its 2026 Annual Meeting on May 19, 2026, where shareholders approved all four proposals, including the election of nine director nominees, ratification of Ernst & Young LLP as auditor, approval of named executive officer compensation, and an amendment to the 2025 Long-Term Incentive Plan increasing authorized shares by 2,650,000. However, the non-binding advisory vote on executive compensation received significant opposition, with 25.5% of votes cast against it, indicating notable shareholder dissent.

• · The ratification of Ernst & Young LLP as independent auditor was overwhelmingly approved with 23,883,582 votes for, 194,854 against, and 88 abstentions.
• · Broker non-votes totaled 2,620,208 on all director elections and the advisory compensation vote, indicating a significant number of shares were not voted on those items.
• · The amendment to the 2025 Long-Term Incentive Plan received 17,773,424 votes for, 3,557,150 against, and 127,742 abstentions, representing about 16.7% opposition among votes cast.
• · The advisory vote on executive compensation had 15,986,309 votes for, 5,458,156 against, and 13,851 abstentions, with 25.5% of votes cast opposing the compensation.
• · All nine director nominees were elected with varying levels of support; Ira C. Kaplan received the highest number of withheld votes at 2,970,367, while Natalia Noblet received the fewest withheld votes at 175,722.

26-05-2026

Northwest Bancshares, Inc. held its Annual Meeting on May 20, 2026, where shareholders approved the 2026 Equity Incentive Plan and Discounted Stock Purchase Plan, elected directors, ratified KPMG as auditor, and approved executive compensation on an advisory basis. All proposals passed with strong support, though director Amber L. Williams received a notable 5.99 million withheld votes (6.2% of votes cast).

• · All director nominees were elected with over 91 million votes for each, but Amber L. Williams had the highest withheld votes at 5,989,717 (6.2% of votes cast).
• · Ratification of KPMG as auditor passed with 114,141,735 for, 1,967,195 against, and 247,020 abstentions.
• · Say-on-pay advisory vote passed with 89,274,329 for, 7,171,131 against, and 583,625 abstentions.
• · The 2026 Equity Incentive Plan was approved with 92,456,593 for, 4,152,782 against, and 419,710 abstentions.
• · The Discounted Stock Purchase Plan was approved with 93,563,437 for, 3,061,203 against, and 404,445 abstentions.
• · Broker non-votes were 19,326,865 for director elections, say-on-pay, and the two equity plans.

26-05-2026

On May 20, 2026, Middleby Corp's Compensation Committee adopted an Executive Severance Plan (ESP) and an amended Value Creation Incentive Plan (VCIP). The ESP provides severance benefits to named executive officers and other executives, with multipliers ranging from 1x to 3x of base salary plus target bonus depending on tier and termination scenario. The VCIP allows cash incentive bonuses based on performance goals. No financial figures were disclosed.

• · Tier I (CEO) severance: 3x base salary + target bonus; Tier II (named executive officers) severance: 1x (non-CIC) or 2x (CIC) base salary + target bonus; Tier III: 1x base salary + target bonus.
• · COBRA coverage: up to 18 months for Tier I, up to 12 months for Tier II/III (non-CIC); up to 18 months for all tiers (CIC).
• · VCIP replaces 2011 plan; performance period is fiscal year or longer as determined by Compensation Committee.

26-05-2026

Tutor Perini Corporation disclosed the unanimous approval of a new Deferred Compensation Plan for eligible highly compensated employees and named executive officers, and reported the results of its 2026 Annual Meeting where all 10 director nominees were elected and the appointment of Deloitte & Touche as independent auditor was ratified. While all director nominees received majority support, Jigisha Desai received the lowest votes for (36,091,008) and the highest votes against (3,755,431), indicating notable shareholder dissent.

• · The Deferred Compensation Plan is unfunded and intended to comply with Section 409A of the Internal Revenue Code.
• · Eligible participants can defer cash compensation including salaries, bonuses, cash-settled RSUs and PSUs.
• · Participants are always 100% vested in their elective deferrals and earnings; Company discretionary contributions may be subject to a vesting schedule.
• · Distributions can be made in lump sum or installments (2-5 annual installments while in service; 2-10 annual installments after retirement eligibility).
• · Retirement eligibility is defined as age 60 with at least 7 years of cumulative service.
• · The auditor ratification (Proposal 2) received 44,877,918 votes for, 937,200 against, and 12,141 abstentions, with no broker non-votes.
• · The advisory vote on executive compensation (Proposal 3) received 38,631,812 votes for, 952,357 against, and 283,064 abstentions, with 5,960,026 broker non-votes.
• · The Plan document will be filed as an exhibit to the Company's Form 10-Q for the quarter ending June 30, 2026.

26-05-2026

Omnicell, Inc. filed an 8-K on May 26, 2026, announcing the adoption of an Amended and Restated Certificate of Incorporation, which was approved by stockholders and filed with the Delaware Secretary of State on May 19, 2026. The amendment updates the company's authorized capital structure to 105 million total shares (100 million common shares and 5 million preferred shares, each with a par value of $0.001) and codifies a classified board structure with three-year staggered terms for directors. The filing also includes supermajority voting requirements (66⅔%) for stockholder amendments to key governance articles and eliminates director and officer liability for monetary damages to the fullest extent permitted by Delaware law.

• · The original Certificate of Incorporation was filed on April 14, 2000, and was previously amended and restated on August 13, 2001, and amended on June 1, 2010.
• · The registered office address is 251 Little Falls Drive, Wilmington, Delaware 19808.
• · The Board of Directors is authorized to fix or alter the designation, powers, preferences, and rights of any wholly unissued series of Preferred Stock without stockholder approval.
• · Vacancies on the Board of Directors (except those filled by stockholders) are filled by a majority vote of the remaining directors, even if less than a quorum.
• · Stockholders cannot act by written consent; all stockholder actions must occur at an annual or special meeting called in accordance with the Bylaws.
• · The amendment eliminates and limits the personal liability of directors and officers for monetary damages for breach of fiduciary duty to the fullest extent permitted by Delaware law.

26-05-2026

CVB Financial Corp. announced the retirement of Richard Wohl as Executive Vice President and General Counsel, effective June 5, 2026. In recognition of his service since October 2011, the Compensation Committee accelerated the vesting of restricted stock awards totaling 17,904 shares, valued at approximately $364,346 based on the May 22, 2026 closing price of $20.35. No financial performance metrics or period-over-period comparisons were provided in this filing.

• · The accelerated awards include: 3,074 shares originally vesting January 2027; 5,816 shares originally vesting in two equal increments January 2027 and January 2028; and 9,014 shares originally vesting in three equal increments January 2027, January 2028 and January 2029.
• · The acceleration is effective June 5, 2026, the same date as Mr. Wohl's retirement.
• · The awards were granted under the Company's 2018 Equity Incentive Plan.
• · The closing stock price used for valuation was $20.35 on May 22, 2026.

26-05-2026

Quanterix Corp appointed Anthony Catalano as Chief Operating Officer effective May 14, 2026, with an annual base salary of $400,000, a $50,000 cash sign-on bonus, and eligibility for an annual performance bonus of up to 50% of base salary. He also received a long-term equity incentive award of RSUs equivalent to 0.30% of outstanding common stock, vesting over four years. Concurrently, former COO Michael Miller transitioned to the role of Chief Technology and Products Officer.

• · Anthony Catalano previously served as Senior Vice President of Operations at Akoya Biosciences from April 2023 to July 2025.
• · He holds an MS in Chemistry from Brandeis University and a BS in Chemistry from the University of Massachusetts at Lowell.
• · The RSUs vest in four equal annual installments on each of the first four anniversaries of his start date.
• · In a change-in-control termination, all outstanding time-based unvested equity awards become fully vested.
• · Michael Miller transitioned from COO to Chief Technology and Products Officer.

26-05-2026

Trimble Inc. announced the resignation of director Mark S. Peek effective May 26, 2026, reducing the board from nine to eight members. Peek also stepped down as Audit Committee Chair and from the Nominating and Corporate Governance Committee. Thomas Sweet was appointed as Audit Committee Chair to oversee remediation of material weaknesses expected to be completed in 2027.

• · Peek's resignation is not due to any disagreement with the company.
• · The 2026 Annual Meeting of Stockholders is scheduled for May 26, 2026 at 5:00 p.m. Mountain time.
• · Votes cast for Peek at the Annual Meeting will not be counted.

26-05-2026

Precision BioSciences, Inc. filed an 8-K on May 26, 2026, reporting that stockholders approved an amendment to the company's Amended and Restated Certificate of Incorporation to limit the personal liability of directors and officers for monetary damages for breaches of fiduciary duty, to the fullest extent permitted by Delaware law. The amendment was adopted at a stockholders' meeting and executed on May 22, 2026. No financial figures or performance metrics were disclosed in this filing.

• · The amendment was approved by stockholders at a meeting and certified on May 22, 2026.
• · The amendment modifies Article SEVENTH of the Certificate of Incorporation to eliminate or limit director and officer liability for monetary damages for breaches of fiduciary duty, subject to Delaware law limitations.
• · The amendment does not apply retroactively to acts or omissions occurring before the amendment.

26-05-2026

Groupon announced a restructuring plan on May 21, 2026, eliminating up to 400 positions globally (by end of Q3 2026) as part of its shift to an AI-native company, generating an estimated $5M net savings in FY 2026 after reinvesting up to 50% of gross savings into marketing, AI infrastructure, and talent density. The Company expects pre-tax charges of $7M–$13M and raised its full-year Adjusted EBITDA guidance from $70M–$75M to $75M–$80M. However, COO Jiri Ponrt resigned voluntarily effective July 10, 2026, with no severance benefits, and the restructuring may be delayed beyond Q3 2026 in certain jurisdictions due to legal consultation processes.

• · Majority of workforce reductions expected by end of Q3 2026, but may be delayed in certain jurisdictions due to mandatory consultation processes.
• · Pre-tax charges primarily cash-based for employee severance and compensation benefits; immaterial other exit costs.
• · Company is evaluating additional cost-reduction and automation actions under Project Foundry, subject to Board approval, expected to be completed by end of 2027.
• · Restructuring charges to be excluded from non-GAAP financial metrics, including Adjusted EBITDA.
• · COO Jiri Ponrt's resignation is voluntary and effective July 10, 2026, with no severance benefits under his agreement.

26-05-2026

CG Oncology announced the separation of President & COO Ambaw Bellete, effective June 30, 2026, and appointed Arthur Kuan as President in addition to his existing roles. The company has initiated a search for a Chief Commercial Officer.

• · Separation effective June 30, 2026
• · Severance benefits per Section 4(b) of Amended and Restated Employment Agreement effective January 9, 2025
• · Arthur Kuan's biographical information incorporated by reference from proxy statement filed April 24, 2026

26-05-2026

S&P Global announced that Saugata Saha, President of Market Intelligence and Chief Enterprise Data Officer, will depart on July 30, 2026. The company is combining its Enterprise Data Organization (EDO) into the Chief Technology & Transformation Office under Firdaus Bhathena to accelerate AI integration and drive innovation. The company reiterated its 2026 financial guidance, indicating no immediate financial impact from the leadership change.

• · Saha will remain with the company through July 30, 2026, to support the transition.
• · The Enterprise Data Organization (EDO) will move under Firdaus Bhathena's Chief Technology & Transformation Office.
• · The company reiterated its 2026 financial guidance, suggesting no change in financial outlook.
• · The filing includes extensive forward-looking statements and risk factors related to economic conditions, regulatory changes, AI competition, and the planned separation of S&P Global Mobility.

26-05-2026

Peloton Interactive, Inc. appointed Siddharth “Sid” Thacker as Chief Financial Officer, effective June 22, 2026, succeeding interim CFO Saqib Baig. Thacker, formerly CFO of Rent the Runway, brings experience in financial transformation and revenue growth. The company aims to return to sustainable, profitable revenue growth under his leadership, though no specific financial metrics or prior performance data were disclosed in the filing.

• · Thacker will oversee global finance organization and corporate strategy.
• · He spent two decades as a public market investor before joining Rent the Runway.
• · Thacker will be based at Peloton’s New York headquarters and report to CEO Peter Stern.
• · Saqib Baig will remain Chief Accounting Officer after Thacker’s appointment.

26-05-2026

Dropbox announced the promotion of Ashraf Alkarmi to co-CEO alongside founder Drew Houston, with a planned transition to Alkarmi as sole CEO and Houston as executive chairman. The filing also disclosed the hiring of Mike Torres as Chief Product Officer, effective July 7. The company highlighted a stronger business position and improved operational focus, though no specific financial metrics were provided to quantify the progress.

• · Ashraf Alkarmi previously led the core business transformation at Dropbox.
• · Mike Torres brings experience from Chrome, Kindle, and OneDrive, and will join on July 7.
• · The transition period will see Houston and Alkarmi working side-by-side before Houston becomes executive chairman.
• · Dropbox has more than 700 million global registered users.

26-05-2026

On May 21, 2026, Daniel J. Roller resigned from the Board of Directors of Pure Cycle Corporation, effective immediately. The resignation was not due to any disagreement with the company regarding its operations, policies, or practices.

• · Daniel J. Roller's resignation was effective immediately on May 21, 2026.
• · The resignation was not the result of any disagreement with the company.

26-05-2026

Zion Oil & Gas Inc (ZNOGW) announced the passing of founder John Brown on May 22, 2026 at age 86. The filing is a tribute letter emphasizing his faith-driven vision for the company and Israel, with no specific financial metrics or operational updates. The message reaffirms commitment to the mission but does not disclose any quantitative performance data or material changes to the business.

• · Founder John Brown died on May 22, 2026 at age 86
• · No financial results or operational metrics provided
• · Filing is a memorial tribute, not a standard business update

26-05-2026

Provident Financial Services, Inc. (PFS) entered into an Amended and Restated Executive Chairman Agreement and an Amended and Restated Change in Control Agreement with Executive Chairman Christopher Martin on May 21, 2026. The agreements extend the term to May 21, 2028, and introduce a Director Emeritus role for three years following service termination, along with a revised change-in-control severance calculation based on remaining term days and average annual compensation. No financial figures or period-over-period comparisons were provided in this filing.

• · The Amended and Restated Executive Chairman Agreement expires on May 21, 2028.
• · The Amended and Restated Change in Control Agreement also expires on May 21, 2028.
• · Under the Change in Control Agreement, severance upon qualifying termination equals (remaining days in term / 365) multiplied by the average of Mr. Martin's Annual Compensation over the three completed calendar years preceding the change in control.
• · Mr. Martin will receive continued insurance coverage at no cost for the remainder of the term after a qualifying termination.
• · The agreements supersede and replace prior agreements with substantially identical terms except for the term extension and new Director Emeritus provision.

26-05-2026

Edgewell Personal Care Company filed an 8-K on May 26, 2026, announcing the departure of Chief Supply Chain Officer Paul R. Hibbert effective June 1, 2026, and the appointment of Anthony Freve as his successor effective the same date. The filing also includes Regulation FD disclosure and exhibits.

• · Departure effective June 1, 2026
• · Appointment effective June 1, 2026
• · Mr. Hibbert eligible for Executive Severance Plan payments
• · Filing date May 26, 2026

26-05-2026

United Fire Group Inc. (UFCS) shareholders approved amendments to the Non-Employee Director Stock Plan at the May 20, 2026 Annual Meeting. The amendments increase the number of shares available for future awards from 450,000 to 865,114 and extend the plan expiration date from December 31, 2029 to December 31, 2034. No financial results or period-over-period comparisons are included in this filing.

• · The plan expiration date was extended from December 31, 2029 to December 31, 2034.
• · The amendments were previously approved by the Board of Directors, subject to shareholder approval.
• · The definitive proxy statement describing the amendments was filed with the SEC on April 7, 2026.
• · The First Amendment to the Plan is filed as Exhibit 10.1 to this 8-K.

26-05-2026

Wendy Cassity, Chief Legal Officer and Corporate Secretary of XPO, Inc., notified the company of her resignation effective June 18, 2026, for personal reasons. The departure is not due to any disagreement with the company.

• · Resignation effective on or about June 18, 2026.
• · Resignation is for personal reasons, not due to any disagreement with the company.

26-05-2026

Zebra Technologies held its 2026 Annual Meeting on May 19, 2026, where stockholders approved the 2026 Long-Term Incentive Plan (LTIP) authorizing 2,430,000 shares for grants, and elected four Class III directors. All four director nominees received strong support, with William J. Burns receiving the most votes (37,921,809 for) and Linda M. Connly the least (34,456,974 for). The advisory vote on executive compensation passed with 37,250,605 for and 2,694,957 against, indicating some shareholder dissent. The ratification of Ernst & Young as independent auditors was approved with 39,627,804 for and 2,938,614 against.

• · The 2026 LTIP replaces the 2018 Long-Term Incentive Plan, with shares reduced by awards granted under the 2018 plan after December 31, 2025.
• · Broker non-votes totaled 2,576,907 for Proposals 1, 2, and 3.
• · The ratification of Ernst & Young as auditors received the highest number of for votes (39,627,804) but also the highest number of against votes (2,938,614) among all proposals.
• · The advisory vote on executive compensation had 2,694,957 against votes, representing about 6.7% of votes cast (excluding broker non-votes).

26-05-2026

BILL Holdings announced several executive leadership changes effective Q4 FY2026, including the promotion of Michael Cieri to Chief Product Officer and Eric Chan to CTO, while Sarah Acton, Ken Moss, and Mary Kay Bowman are departing. The company is reorganizing to accelerate its AI-native transformation and integrate software, payments, and financial services under unified leadership. However, the departures of three senior executives (CCO, CTO, and EVP of Payments) introduce execution risk during this transition period.

• · The executive changes take effect in the fourth quarter of fiscal 2026.
• · Sarah Acton will remain as CCO and then transition to an advisory role to support the incoming CRO.
• · Ken Moss will move to an advisory role to contribute AI expertise and support a seamless transition.
• · Mary Kay Bowman will continue to support BILL as an advisor after departing.
• · BILL expects to announce a new Chief Revenue Officer in the coming weeks.
• · John Rettig, previously President and COO, will maintain oversight of operational execution in his new role.
• · Eric Chan was BILL's founding engineer and first CTO, with nearly 20 years on the engineering executive team.

26-05-2026

NI Holdings, Inc. held its 2026 Annual Meeting on May 19, 2026, where shareholders elected eight directors, ratified Forvis Mazars, LLP as the independent auditor for FY2026, and approved executive compensation in a non-binding advisory vote. The Board also appointed Dana J. Kaldor and Callie J. Thomas as new independent directors, each receiving 5,015 restricted stock units on May 20, 2026. While all proposals passed, director nominees Eric K. Aasmundstad, William R. Devlin, Prakash Mathew, Jeffrey R. Missling, and Dave L. Stende each received over 2.6 million votes withheld, indicating notable shareholder dissent.

• · The Board increased its size from seven to eight directors on February 18, 2026, prior to the Annual Meeting.
• · Dana J. Kaldor will serve on the Audit Committee and Nominating and Corporate Governance Committee; Callie J. Thomas will serve on the Audit Committee and Compensation Committee.
• · Ratification of Forvis Mazars, LLP as independent auditor received 19,134,720 votes for, 92,312 against, and 36,780 abstentions.
• · Advisory vote on executive compensation received 17,176,881 votes for, 1,244,892 against, 5,654 abstentions, and 836,385 broker non-votes.
• · Five director nominees each received over 2.6 million votes withheld: Aasmundstad (2,734,263), Devlin (2,741,470), Mathew (2,696,235), Missling (2,666,580), and Stende (2,650,179).

26-05-2026

Core Scientific appointed Steve Smith, CEO of Zayo Group and former CEO of Equinix, to its Board of Directors effective May 26, 2026. Mr. Smith brings over 35 years of leadership in data center and digital infrastructure, having scaled Equinix's revenue from ~$400M to over $4B and integrated more than 20 acquisitions. The appointment supports Core Scientific's AI infrastructure build-out and long-term power infrastructure strategy, though no specific financial impact or performance metrics were disclosed.

• · Steve Smith will serve on the Company's Nominating and Corporate Governance Committee.
• · Mr. Smith graduated from the U.S. Military Academy at West Point with a Bachelor of Science in Engineering.
• · Core Scientific operates facilities in Alabama (1), Georgia (2), Kentucky (1), North Carolina (1), North Dakota (1), Oklahoma (1) and Texas (4).
• · The majority of Core Scientific's revenue is derived from high-density colocation services, with the remainder from digital asset mining and hosting.
• · The Company is repurposing its remaining mining facilities to support its high-density colocation services business as circumstances allow.

26-05-2026

EPAM Systems, Inc. filed a restated certificate of incorporation with the State of Delaware, updating its corporate governance provisions including board structure, stockholder voting, and business combination rules. The company elected not to be governed by Section 203 of the Delaware General Corporation Law, which typically restricts certain business combinations with interested stockholders. The filing also includes standard provisions for director liability limitation, indemnification, and forum selection.

• · The restated certificate of incorporation was filed on May 26, 2026, and supersedes the Fifth Amended and Restated Certificate of Incorporation.
• · The company's registered office is at 1521 Concord Pike, Suite 201, Wilmington, Delaware 19803, with United Agent Group Inc. as registered agent.
• · The Board of Directors is divided into three classes with staggered terms, but this classification will terminate after the 2025 annual meeting; thereafter, directors will serve one-year terms.
• · Stockholders are not permitted to act by written consent; all stockholder actions must be taken at a duly noticed meeting.
• · The company has opted out of Section 203 of the Delaware General Corporation Law, which would otherwise restrict certain business combinations with interested stockholders for three years.
• · Vacancies on the Board may be filled only by a majority of the remaining directors, not by stockholders.
• · Directors serving in the classified board (terms expiring at the third annual meeting) can only be removed for cause; other directors can be removed with or without cause.