Independent
Tenure on this board
0.9 yrs
Also a director at
Coherent Corp (COHR)
10 nominees · 3 ballot items.
Elect ten directors; advisory approval of named executive officers’ compensation (‘say-on-pay’); ratify appointment of KPMG LLP as independent registered public accounting firm; and transact any other business properly before the meeting.
Election of ten director nominees to serve one-year terms until the next annual meeting or until their successors are elected.
Non-binding advisory vote to approve the compensation of the named executive officers for fiscal year 2025 as disclosed in the proxy statement.
This proposal asks shareholders to cast a non-binding advisory vote to approve the company’s executive compensation for fiscal 2025 as disclosed in the proxy statement. Management seeks shareholder approval to validate the Human Resources and Compensation Committee’s (HRCC) decisions on pay design—emphasizing performance-based compensation with substantial at-risk and equity components, including a shift in PSU metrics to 50% non-GAAP economic profit and 50% TSR for FY25 grants. The HRCC presents rationale that the program aligns pay with long‑term shareholder value, retention, and strategic objectives (including sustainability measures on the corporate scorecard). The board recommends a "FOR" vote, citing strong company performance (record revenue and EPS for FY25), rigorous goal-setting, robust governance practices (independent committee oversight, use of an independent compensation consultant), and prior shareholder support (91% in 2025). The non-binding nature means the board will consider results but is not legally required to change pay practices; the proposal functions as shareholder feedback on compensation alignment and governance. Potential investor concerns could include high CEO realized pay in absolute terms and the sensitivity of long-term awards to TSR and accounting adjustments; management’s response emphasizes rigorous goals, clawback and recoupment policies, and alignment of incentives with capital efficiency via economic profit metrics.
Ratify KPMG LLP as Applied Materials’ independent registered public accounting firm for fiscal year 2026.
| # | Owner | % of shares | Shares | Value |
|---|---|---|---|---|
| 1 | VANGUARD CAPITAL MANAGEMENT LLC | 6.50% | 51,577,799 | $17.6B |
| 2 | STATE STREET CORP | 4.72% | 37,506,950 | $12.8B |
| 3 | BlackRock, Inc. | 4.15% | 32,952,789 | $11.3B |
| 4 | Capital Research Global Investors | 3.71% | 29,455,424 | $10.1B |
| 5 | GEODE CAPITAL MANAGEMENT, LLC | 2.44% | 19,391,932 | $6.6B |
| 6 | VANGUARD PORTFOLIO MANAGEMENT LLC | 2.17% | 17,261,696 | $5.9B |
| 7 | BlackRock, Inc. | 2.12% | 16,830,548 | $5.8B |
| 8 | BlackRock, Inc. | 1.25% | 9,909,754 | $3.4B |
| 9 | Invesco Ltd. | 0.97% | 7,666,110 | $2.6B |
| 10 | VAN ECK ASSOCIATES CORP | 0.84% | 6,639,720 | $2.3B |
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