Axogen, Inc. 8-K

What Happened Axogen, Inc. (AXGN) filed an 8-K on June 23, 2026 reporting the results of its 2026 annual meeting of shareholders. A total of 45,364,808 shares were present or represented by proxy out of 53,177,824 shares outstanding and entitled to vote as of the April 24, 2026 record date. Shareholders voted on three proposals: election of eight directors (one‑year terms), ratification of Deloitte & Touche LLP as independent auditors for FY2026, and an advisory vote on executive compensation (say‑on‑pay).

Key Details

• Meeting date / filing: Results reported in 8-K filed June 23, 2026; record date April 24, 2026.
• Director elections (all elected to one‑year terms):
  • Paul Thomas: For 39,087,824; Withheld 975,550; Broker non‑votes 5,301,434
  • Michael Dale: For 39,293,341; Withheld 770,033; Broker non‑votes 5,301,434
  • William Burke: For 38,994,779; Withheld 1,068,595; Broker non‑votes 5,301,434
  • John H. Johnson: For 39,232,581; Withheld 830,793; Broker non‑votes 5,301,434
  • Alan Levine: For 39,267,767; Withheld 795,607; Broker non‑votes 5,301,434
  • Joseph Tyndall: For 38,995,363; Withheld 1,068,011; Broker non‑votes 5,301,434
  • Kathy Weiler: For 36,268,710; Withheld 3,794,664; Broker non‑votes 5,301,434
  • Amy Wendell: For 39,038,893; Withheld 1,024,481; Broker non‑votes 5,301,434
• Auditor ratification: Deloitte & Touche LLP ratified as AXGN’s independent registered public accounting firm for the fiscal year ending Dec 31, 2026 (For 45,296,698; Against 51,604; Abstain 16,506).
• Say‑on‑pay: Advisory approval of named executive officers’ compensation (For 38,606,031; Against 1,419,784; Abstain 37,559; Broker non‑votes 5,301,434).

Why It Matters These votes confirm Axogen’s board composition for the coming year and demonstrate shareholder approval of management’s auditor choice and executive compensation approach. The advisory (non‑binding) say‑on‑pay approval signals majority shareholder support for the company’s executive pay policies, while the auditor ratification keeps Deloitte as the independent auditor for FY2026. Investors should note the relatively higher withheld votes for one director (Kathy Weiler), which may be of interest when monitoring governance or future proxy communications.