Axon Enterprise Inc
9 nominees · 3 ballot items.
Election of nine directors; advisory (non-binding) vote to approve named executive officer compensation (say-on-pay); and ratification of PricewaterhouseCoopers LLP as the company’s independent registered public accounting firm for fiscal year 2026.
Follow how the vote landed and what changed on Axon Enterprise Inc’s board — director track records, governance grades, and ongoing monitoring — on the Boardroom Alpha platform.
On the ballot3
- 1
Election of Directors
ManagementBoard: FORElect nine directors named in the proxy statement to serve one-year terms and until their successors are elected and qualified.
- 2
Advisory Vote to Approve the Compensation of the Company’s Named Executive Officers (Say-on-Pay
ManagementBoard: FORNon-binding, advisory vote to approve the compensation paid to the Company’s named executive officers as disclosed in the proxy statement (Compensation Discussion and Analysis, tables and narrative).
More detail
This advisory management proposal requests shareholder approval of the Company’s executive compensation as disclosed in the proxy. Management seeks this annual, non-binding endorsement to validate its pay-for-performance philosophy, which relies heavily on long-term, performance-based equity (including the CEO Performance Award and the Employee XSP) and annual cash incentives tied to revenue, adjusted EBITDA margin, bookings and product adoption metrics. The Compensation Committee emphasizes that a substantial portion of executive pay is contingent on multi-year operational goals and stock price hurdles designed to align executive incentives with sustained shareholder value creation. Management also highlights adjustments made in response to shareholder feedback—such as tying awards to operational and stock-price goals, multi-year vesting, and maintaining limited cash salary increases—to strengthen alignment. The proposal notes that the Committee considered the prior year say-on-pay results (approximately 65% support) and shareholder outreach when retaining the current compensation structures. Because the vote is advisory, approval will not change prior awards but will inform future compensation decisions by the Committee. The board recommends FOR the proposal on the basis that the program balances retention and incentive objectives while promoting long-term performance; it also points to concrete disclosure and governance features (majority-independent board oversight, clawback policy, stock ownership guidelines) as supporting rationale. The Committee believes the plan’s structure—time- and performance-based awards with challenging targets—supports sustainable growth and appropriately aligns management with investors, while remaining responsive to investor feedback and evolving governance expectations.
- 3
Ratification of Appointment of Independent Registered Public Accounting Firm
ManagementBoard: FORRatify PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for fiscal year 2026.
Nominees on the ballot9
Top institutional holders10
| # | Owner | % of shares | Shares | Value |
|---|---|---|---|---|
| 1 | VANGUARD CAPITAL MANAGEMENT LLC | 6.3% | 5,043,125 | $2.1B |
| 2 | BlackRock, Inc. | 4.8% | 3,862,810 | $1.6B |
| 3 | STATE STREET CORP | 4.6% | 3,681,962 | $1.6B |
| 4 | VANGUARD PORTFOLIO MANAGEMENT LLC | 4.5% | 3,604,673 | $1.5B |
| 5 | Invesco Ltd. | 3.5% | 2,810,825 | $1.2B |
| 6 | FMR LLC | 2.5% | 2,034,412 | $864M |
| 7 | EDGEWOOD MANAGEMENT LLC | 2.5% | 2,028,423 | $861M |
| 8 | GEODE CAPITAL MANAGEMENT, LLC | 2.5% | 2,011,275 | $851M |
| 9 | WELLINGTON MANAGEMENT GROUP LLP | 2.3% | 1,892,346 | $804M |
| 10 | BlackRock, Inc. | 2.0% | 1,594,699 | $677M |
Other Industrials sector meetings6
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Frequently asked questions
- When is the Axon Enterprise Inc 2026 annual meeting?
- Axon Enterprise Inc (AXON) holds its 2026 annual shareholder meeting on Thursday, May 28, 2026.
- What is the record date for the Axon Enterprise Inc 2026 meeting?
- The record date for the Axon Enterprise Inc 2026 meeting is Tuesday, March 31, 2026. Shareholders of record on or before that date are eligible to vote.
- Who are the director nominees for Axon Enterprise Inc's 2026 meeting?
- The board is presenting 9 director nominees at the Axon Enterprise Inc 2026 meeting, listed with their independence status and background.
- What proposals will shareholders vote on at the Axon Enterprise Inc 2026 meeting?
- Shareholders will vote on 3 proposals at the Axon Enterprise Inc 2026 meeting, each tagged with who proposed it and the board's recommendation.
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