UCT - Ultra Clean Holdings Inc.

05/26/2026 | Press release | Distributed by Public on 05/26/2026 15:05

Proxy Results (Form 8-K)

Item 5.07 Submission of Matters to a Vote of Security Holders.
On May 22, 2026, at the 2026 Annual Meeting of Stockholders (the "Annual Meeting") of Ultra Clean Holdings, Inc. (the "Company"), the stockholders of the Company considered and approved three proposals, each of which is described in more detail in the Company's definitive proxy statement for the Annual Meeting filed with the Securities and Exchange Commission on April 27, 2026.
The vote results detailed below represent the final results as certified by the Inspector of Elections:
Proposal 1
Election of directors for a one-year term.
Director For Against Abstain Broker Non-Votes
Thomas T. Edman 35,583,689 420,800 13,128 4,399,277
James Xiao 35,497,518 506,734 13,365 4,399,277
Clarence L. Granger 35,515,152 489,995 12,470 4,399,277
David T. ibnAle 33,590,773 2,413,324 13,520 4,399,277
Emily M. Liggett 33,594,708 2,411,196 11,713 4,399,277
Ernest E. Maddock 35,812,702 193,074 11,841 4,399,277
Jacqueline A. Seto 35,604,277 401,727 11,613 4,399,277
Joanne Solomon 35,883,333 123,624 10,660 4,399,277
Proposal 2
Ratification of the appointment of PricewaterhouseCoopers LLP to serve as the Company's independent registered public accounting firm for fiscal 2026.
For Against Abstain
40,130,181 183,200 103,513
Proposal 3
Approval, by non-binding advisory vote, of the compensation paid by the Company to its Named Executive Officers.
For Against Abstain Broker Non-Votes
35,100,113 773,047 144,457 4,399,277
Proposal 4
Approval of the amendment and restatement of the Company's stock incentive plan (the "Plan") to increase the number of shares available for issuance under the Plan by an additional 3,500,000 shares.
For Against Abstain Broker Non-Votes
34,373,240 1,526,066 118,311 4,399,277
Proposal 5
Approval of the amendment and restatement of the Company's employee stock purchase plan (the "ESPP") to increase the number of shares available for issuance under the ESPP by an additional 450,000 shares.
For Against Abstain Broker Non-Votes
35,885,605 23,182 108,830 4,399,277
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