PTC INC. 8-K

What Happened
PTC Inc. (PTC) filed an 8-K reporting results from its Annual Meeting of Shareholders held on February 11, 2026. Shareholders voted on three proposals: elect eight directors to serve until the 2027 annual meeting, an advisory "say-on-pay" vote to approve executive compensation, and an advisory vote to confirm PricewaterhouseCoopers LLP (PwC) as the company’s independent registered public accounting firm for 2026. All eight director nominees were elected and both advisory measures were approved.

Key Details

• Directors elected (For / Withheld; broker non-votes = 4,520,218 for all director votes):
  • Neil Barua: 104,974,287 For; 833,550 Withheld
  • Mark Benjamin: 99,739,586 For; 6,068,251 Withheld
  • Robert Bernshteyn: 105,246,016 For; 561,821 Withheld
  • Janice Chaffin: 97,460,383 For; 8,347,454 Withheld
  • Michal Katz: 105,238,240 For; 569,597 Withheld
  • Corinna Lathan: 104,140,715 For; 1,667,122 Withheld
  • James Lico: 105,391,466 For; 416,371 Withheld
  • Trac Pham: 105,716,227 For; 91,610 Withheld
• Say-on-Pay (advisory): 97,603,267 For; 8,087,505 Against; 117,065 Abstain; broker non-votes 4,520,218. Support was about 92% of votes cast (excluding broker non-votes).
• Auditor selection (advisory): PricewaterhouseCoopers LLP approved with 98,501,754 For; 11,788,728 Against; 37,573 Abstain (no broker non-votes). Support was about 89% of votes cast.

Why It Matters
For investors, the results confirm the composition of PTC’s board for the next year and show shareholder approval of management’s executive pay package and the company’s choice of PwC as auditor. The say-on-pay and auditor votes passed by clear margins, though a measurable minority voted against each—data investors and governance analysts may watch for trends in shareholder dissent. These outcomes are governance actions (not financial results) and do not by themselves change PTC’s reported earnings or operations.