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): May ~~April 30~~13, 2026

INTEL CORPORATION

(Exact name of registrant as specified in its charter)

Delaware	~~000-06217~~	000-06217	~~94-1672743~~	94-1672743
(State or Other Jurisdiction of Incorporation)	(Commission File Number)		(IRS Employer Identification No.)
(State or other jurisdiction		(Commission		(IRS Employer
of incorporation)		File Number)		Identification No.)
2200 Mission College Boulevard, Santa Clara, California				95054-1549
(Address of principal executive offices)				(Zip Code)

2200 Mission College Blvd., Santa Clara, California		95054-1549
(Address of principal executive offices)		(Zip Code)

Registrant's telephone number, including area code: (408) 765-8080

Registrant’s telephone number, including area code: (408) 765-8080

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 (see General Instruction A.2. below):

☐ 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~~4c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		~~Trading Symbol(s)~~	Trading Symbol(s)	~~Name of each exchange on which registered~~		Name of each exchange on which registered
Common stock, $0.001 par value		~~INTC~~	INTC	~~The Nasdaq Global Select Market~~		Nasdaq Global Select Market

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 8 5.0107 Submission ~~Other~~of ~~Events.~~Matters to a Vote of Security Holders.

OnAt ~~April 30,~~the ~~2026,~~annual ~~Intel~~meeting ~~Corporation (“Intel”) issued $1,000,000,000 aggregate principal amount~~ of ~~4.650%~~stockholders ~~Senior Notes due 2031~~ (the ~~“2031~~"Annual ~~Notes”~~Meeting"), ~~$1,000,000,000 aggregate principal amount~~ of ~~5.000%~~Intel ~~Senior~~Corporation ~~Notes due 2033~~ (the ~~“2033 Notes”~~"Company"), ~~$2,250,000,000~~held ~~aggregate~~on ~~principal~~May ~~amount of 5.300% Senior Notes due 2036 (the “2036 Notes”)~~13, $12026,~~750,000,000~~ ~~aggregate~~a ~~principal~~total ~~amount~~ of ~~6.125% Senior Notes due 2056 (the “2056 Notes”) and $500~~3,~~000~~972,~~000~~192,463 ~~aggregate~~shares ~~principal amount~~ of ~~6.200% Senior Notes due 2066 (~~the ~~“2066~~Company's ~~Notes”~~common ~~and,~~stock ~~together~~were ~~with~~present ~~the~~or ~~2031~~represented ~~Notes,~~by ~~the 2033 Notes~~proxy, ~~the~~representing ~~2036~~79.11% ~~Notes and the 2056 Notes, the “Notes”) pursuant to the terms~~ of ~~an underwriting agreement dated April 27, 2026 (~~the ~~“Underwriting Agreement”) among Intel and Citigroup Global Markets Inc.~~5, ~~J.P. Morgan Securities LLC~~021, ~~Barclays Capital Inc.~~010,228 ~~BofA~~shares ~~Securities,~~outstanding ~~Inc., and Deutsche Bank Securities Inc.,~~ as ~~representatives~~ of the ~~several~~close ~~underwriters named therein. The aggregate principal amount~~ of ~~the~~business ~~Notes~~on isMarch ~~$6.5 billion~~16, ~~and~~2026, the ~~net~~record ~~proceeds~~date ~~from~~for the ~~offering~~determination ~~are~~of ~~approximately~~stockholders ~~$6.47 billion,~~entitled ~~before~~to ~~expenses~~vote ~~but~~at ~~after deducting~~ the ~~underwriting~~Annual ~~discounts~~Meeting.

The ~~offering~~following ofare the ~~Notes~~voting ~~sold~~results ~~pursuant to the Underwriting Agreement was registered under Intel’s registration statement~~ on ~~Form S-3 filed on January 23, 2026 (File No. 333-292925) and~~ the ~~Notes~~eight ~~were~~proposals ~~issued~~considered ~~pursuant to an indenture between Intel~~ and ~~Computershare~~voted ~~Trust~~upon ~~Company,~~at ~~National~~the ~~Association~~Annual ~~(as successor to Wells Fargo Bank~~Meeting, ~~National~~all ~~Association), as trustee (the “Trustee”), dated as~~ of ~~March 29,~~which ~~2006~~were ~~(the~~described ~~“Base~~in ~~Indenture”), as supplemented by~~ the ~~first~~Company's ~~supplemental~~Proxy ~~indenture~~Statement ~~between~~filed ~~Intel~~with ~~and~~ the ~~Trustee,~~U.S. ~~dated~~Securities ~~as of December 3, 2007 (the “First Supplemental Indenture”), as further supplemented by the twenty-first supplemental indenture between Intel~~ and ~~the~~Exchange ~~Trustee,~~Commission ~~dated~~on asMarch ~~of April 30~~23, 2026 ~~(the “Twenty-First Supplemental Indenture”)~~.

~~The~~Proposal foregoing descriptions of the Underwriting Agreement, the Base Indenture, the First Supplemental Indenture and the Twenty-First Supplemental Indenture are qualified in their entirety by the terms of such agreements, which are attached as Exhibit 1.1 toElection this Current Report, Exhibit 4.4 to the registration statement on Form S-3 filed on March 30, 2006 (File No. 333-132865), Exhibit 4.2.4 to the annual report on Form 10-K filed on February 20, 2008 (File No. 000-06217) and Exhibit 4.1 to this Current Report, respectively, and incorporated by reference herein. The foregoing description of ~~the~~11 ~~Notes~~Directors: isAll ~~qualified~~Directors in its entirety by reference to the full text of the form of the 4.650% Senior Note due 2031, the form of the 5.000% Senior Note due 2033, the form of the 5.300% Senior Note due 2036, the form of the 6.125% Senior Note due 2056 and the form of the 6.200% Senior Note due 2066, which are attached as Exhibit 4.2, Exhibit 4.3, Exhibit 4.4, Exhibit 4.5 and Exhibit 4.6 to this Current Report, respectively, and incorporated by reference herein. Elected

Item 9.01 Financial Statements and Exhibits.


Nominee	For	Against	Abstain	Broker Non-Votes
Craig H. Barratt	3,174,343,815	47,929,020	7,879,030	742,040,598
James J. Goetz	3,099,546,795	125,047,793	5,557,277	742,040,598
Andrea J. Goldsmith	3,155,914,739	66,812,474	7,424,652	742,040,598
Alyssa H. Henry	3,151,637,180	70,988,407	7,526,278	742,040,598
Eric Meurice	3,198,026,347	26,566,114	5,559,404	742,040,598
Barbara G. Novick	3,029,236,683	181,880,710	19,034,472	742,040,598
Steve Sanghi	2,942,782,855	281,740,022	5,628,988	742,040,598
Gregory D. Smith	3,195,784,361	28,679,214	5,688,290	742,040,598
Stacy J. Smith	3,025,294,778	199,926,538	4,930,549	742,040,598
Lip-Bu Tan	3,202,606,177	22,599,038	4,946,650	742,040,598
Dion J. Weisler	3,069,817,284	154,749,954	5,584,627	742,040,598

~~(d)~~Proposal ~~Exhibits~~2. Ratification of Selection of Independent Registered Public Accounting Firm: Approved

The following exhibits are filed as part of this Report.


For	Against	Abstain	Broker Non-Votes
3,722,971,442	238,233,670	10,987,351	—

Exhibit Number		Description
1.1		Underwriting Agreement, dated as of April 27, 2026, among Intel Corporation and Citigroup Global Markets Inc., J.P. Morgan Securities LLC, Barclays Capital Inc., BofA Securities, Inc., and Deutsche Bank Securities Inc., as representatives of the several underwriters named therein
4.1		Twenty-First Supplemental Indenture, dated as of April 30, 2026, between Intel Corporation and Computershare Trust Company, National Association (as successor to Wells Fargo Bank, National Association), as trustee
4.2		Form of 4.650% Senior Note due 2031
4.3		Form of 5.000% Senior Note due 2033
4.4		Form of 5.300% Senior Note due 2036
4.5		Form of 6.125% Senior Note due 2056
4.6		Form of 6.200% Senior Note due 2066

Proposal 3. Advisory Vote on Executive Compensation (Say-On-Pay): Approved

5.1	Opinion of Gibson, Dunn and Crutcher LLP
For		Against	Abstain	Broker Non-Votes
23.1	Consent of Gibson, Dunn and Crutcher LLP (included in Exhibit 5.1)
2,795,303,255		422,008,632	12,839,978	742,040,598
104	Cover Page Interactive Data File, formatted in Inline XBRL and included as Exhibit 101

Proposal 4. Approval of Amendment and Restatement of the 2006 Equity Incentive Plan: Approved


For	Against	Abstain	Broker Non-Votes
2,714,655,443	506,524,939	8,971,483	742,040,598

Proposal 5. Approval of Amendment and Restatement of the 2006 Employee Stock Purchase Plan (ESPP): Approved


For	Against	Abstain	Broker Non-Votes
3,207,970,018	15,489,418	6,692,429	742,040,598

Proposal 6. Stockholder Proposal Requesting a Report on Risk of China Exposure: Not Approved


For	Against	Abstain	Broker Non-Votes
94,365,321	3,106,060,118	29,726,426	742,040,598

Proposal 7. Stockholder Proposal Requesting a Report on Intel's Human Rights Due Diligence Process: Not Approved


For	Against	Abstain	Broker Non-Votes
318,934,961	2,883,597,209	27,619,695	742,040,598

Proposal 8. Stockholder Proposal Requesting an Enduring Policy Separating the Chair and CEO Roles: Not Approved


For	Against	Abstain	Broker Non-Votes
379,682,774	2,836,389,824	14,079,267	742,040,598

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the ~~Registrant~~registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

INTEL CORPORATION

INTEL CORPORATION(Registrant)

(Registrant)

Date:

May 15, 2026

By:

/s/ David Zinsner

Date: April 30, 2026

David Zinsner

/s/ David Zinsner

Executive Vice President and Chief Financial Officer

David Zinsner

Executive Vice President and Chief Financial Officer

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