PHOTRONICS INC 8-K

What Happened
Photronics, Inc. (PLAB) filed an 8‑K on April 9, 2026 reporting results of its April 8, 2026 annual meeting. Shareholders approved three proposals: the election of eight directors, ratification of Deloitte & Touche LLP as the company’s independent registered public accounting firm for the fiscal year ending October 31, 2026, and a non‑binding advisory vote approving executive compensation disclosure.

Directors elected (votes For / Votes Withheld; Broker Non‑Votes: 4,782,351 for each nominee):

• Michelle Almeida: 40,814,195 For; 66,498 Withheld
• David A. Garcia: 40,419,518 For; 461,175 Withheld
• Dr. Frank Lee: 39,986,306 For; 894,387 Withheld
• Adam Lewis: 39,302,318 For; 1,578,375 Withheld
• Daniel Liao: 35,474,107 For; 5,406,586 Withheld
• Constantine S. Macricostas: 35,643,875 For; 5,236,818 Withheld
• George C. Macricostas: 40,069,347 For; 811,346 Withheld
• Mitchell G. Tyson: 40,460,795 For; 419,898 Withheld

Audit firm ratification: 44,791,040 For; 847,897 Against; 24,102 Abstentions; Broker Non‑Votes: 4,782,351.
Say‑on‑pay (advisory): 38,999,556 For; 1,790,769 Against; 90,363 Abstentions; Broker Non‑Votes: 4,782,351.

Key Details

• Annual meeting held April 8, 2026 (in Brookfield, CT and via webcast); results reported on Form 8‑K filed April 9, 2026.
• Eight director nominees elected; individual vote totals and withhold counts listed above.
• Deloitte & Touche LLP ratified as auditor for fiscal year ending Oct. 31, 2026 (44,791,040 votes For).
• Non‑binding advisory approval of executive compensation passed (38,999,556 votes For).

Why It Matters
These outcomes confirm the company’s board composition and auditor for the coming fiscal year, providing governance continuity. The advisory "say‑on‑pay" vote passed, signaling shareholder support for the company’s disclosed executive compensation, though it is non‑binding. Vote totals and notable withheld votes for several nominees are relevant to shareholders assessing governance and director support going forward.