Boardroom Alpha
Meeting calendar
IDXX · Annual meeting · Tuesday, May 12, 2026

Idexx Laboratories Inc

4 nominees · 6 ballot items.

Election of three Class II directors; Ratification of PwC as auditors; Advisory approval of executive compensation; Amend certificate to declassify the Board; Amend certificate to allow shareholders owning 25% to call special meetings; Shareholder proposal to allow shareholders owning 10% to call special meetings.

Market cap
$45.4B
1Y TSR
+2.6%
Board grade
C
Record date
Mar 16, 2026
Filing
DEF 14A
Meeting concluded · May 12, 2026

Follow how the vote landed and what changed on Idexx Laboratories Inc’s board — director track records, governance grades, and ongoing monitoring — on the Boardroom Alpha platform.

Proposals

On the ballot6

  1. 1

    Election of Directors

    ManagementBoard: FOR

    Elect three Class II director nominees (Daniel M. Junius, Lawrence D. Kingsley and Sophie V. Vandebroek, PhD) for three-year terms expiring at the 2029 Annual Meeting.

  2. 2

    Ratification of Appointment of Independent Registered Public Accounting Firm

    ManagementBoard: FOR

    Ratify the appointment of PricewaterhouseCoopers LLP as IDEXX’s independent registered public accounting firm for 2026.

  3. 3

    Advisory Vote to Approve Executive Compensation

    ManagementBoard: FOR

    Non-binding advisory vote to approve the compensation of named executive officers as disclosed in the proxy statement (say-on-pay).

  4. 4

    Amend Certificate of Incorporation to Declassify the Board

    ManagementBoard: FOR

    Approve amendments to the Certificate of Incorporation to phase out the classified board structure over a three-year period, resulting in annual director elections beginning in 2029.

  5. 5

    Amend Certificate of Incorporation to Provide Shareholders Owning 25% the Right to Have IDEXX Call a Special Meeting

    ManagementBoard: FOR

    Approve amendments to the Certificate of Incorporation to allow shareholders owning at least 25% of outstanding shares continuously for one year to request that the Company call a special meeting, subject to procedures and limitations in the By-Laws.

  6. 6

    Shareholder Proposal to Give Shareholders the Ability to Call for a Special Shareholder Meeting

    Shareholder — John CheveddenBoard: AGAINST

    Shareholder proposal requesting the Board amend governance documents to give shareholders owning 10% of shares the right to call a special meeting, with no ownership holding period.

    More detail

    The shareholder proposal requests that the Board provide shareholders holding 10% of outstanding shares the right to call special meetings without a holding period. The proponent (John Chevedden) argues this is necessary to prevent Board complacency and cites comparable support at several companies; claims special meetings are rare and online meetings make them feasible. Management opposes the proposal, recommending instead Proposal Five which would grant the right to shareholders meeting a 25% ownership threshold and one-year holding period. Management's rationale emphasizes the operational burden, costs, and risk of minority shareholder coercion under a 10% threshold, points to market practice favoring higher thresholds (25% common among S&P 500 companies), and notes existing governance mechanisms. The Board recommends a vote against the 10% proposal and for Proposal Five.

Director elections

Nominees on the ballot4

Independent
Tenure on this board
9.7 yrs
Also a director at
Polaris Inc (PII)Mirion Technologies Inc (MIR)
Ownership

Top institutional holders10

Latest 13F quarter
1VANGUARD CAPITAL MANAGEMENT LLC6.6%5,182,507$2.9B
2VANGUARD PORTFOLIO MANAGEMENT LLC5.0%3,910,863$2.2B
3BlackRock, Inc.4.7%3,675,297$2.1B
4STATE STREET CORP4.7%3,674,185$2.1B
5Invesco Ltd.3.5%2,737,276$1.5B
6GEODE CAPITAL MANAGEMENT, LLC3.1%2,411,983$1.4B
7BlackRock, Inc.2.1%1,663,775$935M
8BAMCO INC /NY/2.1%1,633,367$918M
9Fundsmith LLP1.9%1,465,786$824M
10BLAIR WILLIAM CO/IL1.2%946,336$532M
Filings

Recent key filings

Periodic reports
Definitive proxies
Reference

Frequently asked questions

When is the Idexx Laboratories Inc 2026 annual meeting?
Idexx Laboratories Inc (IDXX) holds its 2026 annual shareholder meeting on Tuesday, May 12, 2026.
What is the record date for the Idexx Laboratories Inc 2026 meeting?
The record date for the Idexx Laboratories Inc 2026 meeting is Monday, March 16, 2026. Shareholders of record on or before that date are eligible to vote.
Who are the director nominees for Idexx Laboratories Inc's 2026 meeting?
The board is presenting 4 director nominees at the Idexx Laboratories Inc 2026 meeting, listed with their independence status and background.
What proposals will shareholders vote on at the Idexx Laboratories Inc 2026 meeting?
Shareholders will vote on 6 proposals at the Idexx Laboratories Inc 2026 meeting, each tagged with who proposed it and the board's recommendation.
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