(Address of principal executive offices) (Zip Code)
(408) 547-5500
(Registrant’s telephone number, including area code)
Not Applicable
(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:
☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading Symbol(s)
Name of each exchange on which registered
Common Stock, $0.0001 par value
ANET
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 June 14, 2023, the Company held its 2023 Annual Meeting of Stockholders (the "Annual Meeting"). The stockholders voted on the following proposals at the Annual Meeting:
1.To elect two Class III directors to serve until the 2026 annual meeting of stockholders and until their successors are duly elected and qualified, subject to earlier resignation or removal;
2.To approve, on an advisory basis, the compensation of the Company’s named executive officers; and
3.To ratify the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the Company’s fiscal year ending December 31, 2023.
For more information about the foregoing proposals, see the Company’s proxy statement, filed with the Securities and
Exchange Commission on April 28, 2023.
The voting results for each of the proposals are as follows:
1.Election of Directors
Nominee
For
Withheld
Broker Non-votes
Lewis Chew
190,172,554
69,562,433
22,898,021
Mark B. Templeton
177,221,987
82,513,000
22,898,021
Each director nominee was duly elected to serve until the 2026 annual meeting of stockholders and until his successor is duly elected and qualified, subject to earlier resignation or removal.
2. Advisory Vote on Named Executive Officer Compensation
For
Against
Abstained
Broker Non-votes
244,852,222
12,622,587
2,260,178
22,898,021
The stockholders approved, on an advisory basis, the compensation of the Company’s named executive officers.
3. Ratification of Appointment of Independent Registered Public Accounting Firm
For
Against
Abstained
Broker Non-votes
277,621,422
4,817,256
194,330
0
The stockholders ratified the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2023.
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.