UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): April 17, 2026 |
Xperi Inc.
(Exact name of Registrant as Specified in Its Charter)
Delaware | 001-41486 | 83-4470363 | ||
(State or Other Jurisdiction | (Commission File Number) | (IRS Employer | ||
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2190 Gold Street |
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San Jose, California |
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(Address of Principal Executive Offices) |
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Registrant’s Telephone Number, Including Area Code: 408 519-9100 |
N/A |
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
Securities registered pursuant to Section 12(b) of the Act:
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| Trading |
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Common Stock, par value $0.001 per share |
| XPER |
| New York Stock Exchange |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).
Emerging growth company ☒
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 5.07. Submission of Matters to a Vote of Security Holders.
On April 17, 2026, Xperi Inc. (the “Company”) held its annual meeting of stockholders (the “Annual Meeting”). As of the close of business on February 23, 2026 (the “Record Date”), a total of 46,969,801shares of the Company’s common stock (“Common Stock”) were issued and outstanding. At the Annual Meeting, holders of 41,660,732 shares of Common Stock, or 88.69% of shares outstanding on the Record Date, were represented in person or by proxy, constituting a quorum.
At the Annual Meeting, each of Darcy Antonellis, Laura J. Durr, Jeremi T. Gorman, David C. Habiger, Jon E. Kirchner, Roderick K. Randall, and Christopher Seams was elected as a director of the Company. Also at the Annual Meeting, the stockholders of the Company ratified the appointment of Deloitte & Touche LLP as the independent registered public accounting firm of the Company for its fiscal year ending December 31, 2026.
The following are the voting results for the proposals considered and voted upon at the Annual Meeting, each of which is described briefly below and in more detail in the Company’s definitive proxy statement filed on March 4, 2026.
Proposal 1 – Election of Directors:
Name of Director | For | Against | Broker Non-Votes |
Darcy Antonellis | 26,097,768 | 7,111,660 | 8,425,663 |
Laura J. Durr | 26,093,705 | 7,115,715 | 8,425,663 |
Jeremi T. Gorman | 26,051,810 | 7,148,900 | 8,425,663 |
David C. Habiger | 25,928,838 | 7,279,110 | 8,425,663 |
Jon E. Kirchner | 26,053,098 | 7,155,436 | 8,425,663 |
Roderick K. Randall | 26,054,431 | 7,145,869 | 8,425,663 |
Christopher Seams | 25,295,550 | 7,912,636 | 8,425,663 |
Proposal 2 – Ratification of Appointment of Independent Registered Public Accounting Firm:
For | Against | Abstained | Broker Non-Votes
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41,259,926 | 358,155 | 42,651 | N/A |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Date: April 20, 2026 |
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| Xperi Inc. | ||
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| By: |
| /s/ Robert Andersen |
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| Name: |
| Robert Andersen |
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| Title: |
| Chief Financial Officer |