5 nominees · 3 ballot items.
Stockholders are asked to elect five director nominees for one-year terms, ratify PricewaterhouseCoopers LLP as the company’s independent registered public accounting firm for fiscal year 2026, and transact any other business properly presented at the meeting.
Elect Dr. Keyvan Mohajer, James Hom, Larry Marcus, Diana Sroka and Dr. Eric Ball as directors to serve one-year terms expiring at the 2027 Annual Meeting, or until their successors are elected and qualified.
Ratify the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026.
Transact such other business as may properly come before the Annual Meeting or any adjournment thereof.
This proposal is a standard catch‑all that authorizes consideration and voting on any additional matters that may properly arise at the Annual Meeting but were not described in the proxy materials. Management includes this language to preserve the ability of the meeting to address unforeseen or procedural items without reconvening or materially delaying corporate action. Practically, it permits the proxies named on the proxy card to vote on such matters according to their best judgment, which the Company states will be exercised if any unexpected proposals arise. The Company also states it knows of no other matters to be acted upon, indicating that this proposal is primarily precautionary; however, its presence gives flexibility to address bona fide last-minute business. From a governance perspective, the broad wording can be significant if substantial non-disclosed items are presented at the meeting, because stockholders will have had no prior opportunity to evaluate those proposals in the proxy materials. The Board provides no affirmative FOR or AGAINST recommendation for unspecified future matters, instead authorizing proxy holders to use discretion—this is consistent with customary practice but reduces advance stockholder control over emergent items. For investors and analysts evaluating risk, the primary considerations are the probability of material late-breaking proposals and the alignment of proxy holders’ discretion with shareholder interests. In sum, this proposal does not itself change company policy but preserves procedural flexibility for the Board and the named proxies to address any legitimate additional business that may properly come before the meeting.
| # | Owner | % of shares | Shares | Value |
|---|---|---|---|---|
| 1 | VANGUARD PORTFOLIO MANAGEMENT LLC | 5.9% | 25,527,830 | $175M |
| 2 | VANGUARD CAPITAL MANAGEMENT LLC | 4.0% | 17,388,572 | $119M |
| 3 | BlackRock, Inc. | 3.9% | 16,809,991 | $115M |
| 4 | BlackRock, Inc. | 2.6% | 11,461,076 | $79M |
| 5 | STATE STREET CORP | 2.1% | 9,085,241 | $62M |
| 6 | GEODE CAPITAL MANAGEMENT, LLC | 1.9% | 8,256,559 | $57M |
| 7 | MORGAN STANLEY | 1.3% | 5,764,870 | $40M |
| 8 | BANK OF AMERICA CORP /DE/ | 1.1% | 4,926,777 | $34M |
| 9 | UBS Group AG | 1.1% | 4,694,695 | $32M |
| 10 | GOLDMAN SACHS GROUP INC | 1.0% | 4,367,371 | $30M |
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