Independent
Tenure on this board
9.3 yrs
Also a director at
Biogen Inc (BIIB)Duke Energy Corp (DUK)
9 nominees · 3 ballot items.
Election of nine directors; ratification of Ernst & Young LLP as independent auditor for fiscal 2026; advisory vote to approve named executive officer compensation.
Elect nine nominees to the Board of Directors to hold office until the 2027 annual meeting.
Ratify the appointment of Ernst & Young LLP as the company’s independent registered public accounting firm for the fiscal year ending January 3, 2027.
This management proposal asks stockholders to ratify EY as the company’s independent auditor for fiscal 2026; the Audit Committee oversees auditor selection and annually reviews EY’s independence and performance. Management seeks ratification as a good governance practice though it is not required, noting EY has served since 2000. The Board recommends a FOR vote because they and the Audit Committee concluded EY’s retention is in the best interests of Illumina and its stockholders; the proxy discloses pre-approval policies, auditor fees, and that an EY representative will attend the meeting to answer questions.
Non-binding, advisory vote to approve the compensation of the named executive officers as disclosed in the proxy statement.
This management proposal seeks an advisory approval of executive pay as disclosed in the CD&A and related tables. Management requests a FOR vote to affirm their compensation program which emphasizes pay-for-performance, significant at-risk compensation, PSUs tied to rTSR and operating margin, and other governance features like clawbacks and stock ownership guidelines. The Compensation Committee uses stockholder feedback in designing pay and concluded the program aligns pay with performance; the vote is non-binding but will inform future decisions. The company indicates prior strong stockholder support and that they hold say-on-pay votes annually. The proposal includes detailed disclosure of pay components, performance metrics, and outcomes, and the Board recommends FOR.
| # | Owner | % of shares | Shares | Value |
|---|---|---|---|---|
| 1 | Capital World Investors | 10.28% | 15,549,960 | $1.9B |
| 2 | BlackRock, Inc. | 6.08% | 9,198,619 | $1.1B |
| 3 | VANGUARD PORTFOLIO MANAGEMENT LLC | 4.51% | 6,823,654 | $841M |
| 4 | VANGUARD CAPITAL MANAGEMENT LLC | 4.36% | 6,594,836 | $813M |
| 5 | STATE STREET CORP | 4.25% | 6,429,344 | $792M |
| 6 | WCM INVESTMENT MANAGEMENT, LLC | 3.91% | 5,923,173 | $716M |
| 7 | BlackRock, Inc. | 2.88% | 4,358,280 | $537M |
| 8 | AQR CAPITAL MANAGEMENT LLC | 2.57% | 3,883,772 | $479M |
| 9 | Corvex Management LPActivist | 2.53% | 3,829,608 | $472M |
| 10 | Sessa Capital IM, L.P. | 2.17% | 3,275,849 | $404M |
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