INTEL CORP 8-K

What Happened
Intel Corporation filed an 8-K (May 15, 2026) reporting the results of its Annual Meeting held May 13, 2026. A total of 3,972,192,463 shares were present or represented by proxy (79.11% of 5,021,010,228 shares outstanding as of the March 16, 2026 record date). All 11 director nominees were elected and shareholders voted on corporate governance, compensation and plan amendment proposals.

Key Details

• 3,972,192,463 shares voted at the Annual Meeting, representing 79.11% of 5,021,010,228 shares outstanding (record date March 16, 2026).
• All 11 directors were elected; vote totals ranged roughly from 2.94B to 3.20B "For". Examples of notable tallies: Steve Sanghi — 2,942,782,855 For / 281,740,022 Against; Barbara G. Novick — 3,029,236,683 For / 181,880,710 Against.
• Key proposals approved: Auditor ratification (Proposal 2) — 3,722,971,442 For / 238,233,670 Against; Say-on-Pay (Proposal 3) — 2,795,303,255 For / 422,008,632 Against; Amendment & restatement of 2006 Equity Incentive Plan (Proposal 4) — 2,714,655,443 For / 506,524,939 Against; ESPP amendment (Proposal 5) — 3,207,970,018 For / 15,489,418 Against.
• Stockholder proposals requesting a report on China exposure (Proposal 6), a report on human-rights due diligence (Proposal 7), and a policy separating Chair and CEO roles (Proposal 8) were not approved (For votes: 94,365,321; 318,934,961; 379,682,774, respectively; each had >2.8B Against votes).

Why It Matters
These results confirm Intel’s board composition and approve management-backed items that affect corporate governance and compensation (ratified auditor, say-on-pay, equity incentive plan amendment, and ESPP amendment). The defeat of three shareholder proposals means Intel is not required by this vote to produce the requested reports or adopt a formal policy separating the chair and CEO roles. The detailed vote counts (including substantial "Against" tallies on some directors and proposals) are useful for investors tracking governance, executive compensation, and potential dilution from equity plans.

Filed May 15, 2026; report signed by David Zinsner, Executive Vice President and CFO.