UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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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)
____________________________________________________________________________
(Exact name of the registrant as specified in its charter)
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| (State or Other Jurisdiction of Incorporation or Organization) | (Commission File Number) | (I.R.S. Employer Identification Number) | ||||||
(Address of principal executive offices, including zip code)
(408 ) 325-8668
(Name and telephone number, including area code, of the person to contact in connection with this report)
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:
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Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading symbol(s) | Name of each exchange on which registered | ||||||||||||
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
A10 Networks, Inc. (the “Company”) held its 2026 Annual Meeting of Stockholders on April 22, 2026 (the “Annual Meeting”). There were 71,723,964 shares of common stock entitled to vote at the Annual Meeting, of which 66,388,780 (92.56%) shares were voted in person or by proxy. The Company’s stockholders voted upon and approved the following proposals at the Annual Meeting:
Proposal 1: The election of the directors named below to hold office until the Company’s 2027 annual meeting of stockholders and until their successors are duly elected and qualified, subject to earlier resignation or removal:
| For | Withhold | Broker Non-Votes | |||||||||
| Tor R. Braham | 59,850,982 | 1,498,298 | 5,039,500 | ||||||||
| Peter Y. Chung | 50,893,370 | 10,455,910 | 5,039,500 | ||||||||
| Eric Singer | 29,246,121 | 32,103,159 | 5,039,500 | ||||||||
| Dhrupad Trivedi | 58,740,517 | 2,608,763 | 5,039,500 | ||||||||
| Dana Wolf | 59,785,933 | 1,563,347 | 5,039,500 | ||||||||
Proposal 2: A non-binding advisory vote to approve the Company’s executive compensation:
| For | Against | Abstain | Broker Non-Votes | ||||||||
| 44,551,793 | 15,835,380 | 962,107 | 5,039,500 | ||||||||
Proposal 3: A non-binding advisory vote to approve the frequency of holding future advisory votes on executive compensation:
| 1 Year | 2 Years | 3 Years | Abstain | Broker Non-Votes | ||||||||||
| 59,734,518 | 9,025 | 1,582,301 | 23,436 | 5,039,500 | ||||||||||
In accordance with the results of the advisory vote, the Board of Directors of the Company determined that, consistent with the stockholders’ advisory vote, it will include in its proxy materials a stockholder vote on executive compensation every year until the next required stockholder vote on the frequency of stockholder votes on executive compensation.
Proposal 4: The ratification of the appointment of Grant Thornton LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026:
| For | Against | Abstain | Broker Non-Votes | ||||||||
| 66,324,963 | 39,444 | 24,373 | — | ||||||||
SIGNATURE
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 23, 2026
| A10 NETWORKS, INC. | |||||
| By: /s/ Scott Weber | |||||
| Scott Weber | |||||
| General Counsel | |||||