Personalis, Inc. 8-K

What Happened

• Personalis, Inc. filed an 8-K reporting results from its virtual 2026 annual meeting of stockholders held May 12, 2026. Holders of 91,869,300 shares (87.76% of 104,677,900 outstanding as of the March 17, 2026 record date) were present in person or by proxy, constituting a quorum.
• Stockholders voted on three proposals: election of two Class I directors, ratification of BDO USA, P.C. as the independent registered public accounting firm for fiscal 2026, and a non-binding advisory vote on executive compensation (say-on-pay).

Key Details

• Director elections (terms through 2029):
  • Olivia K. Bloom: 75,695,538 votes For; 317,559 Votes Withheld; 15,856,203 broker non-votes.
  • Woodrow A. Myers, Jr., M.D.: 68,240,509 votes For; 7,772,588 Votes Withheld; 15,856,203 broker non-votes.
• Auditor ratification (fiscal year ending Dec 31, 2026): BDO USA, P.C. ratified with 91,586,300 Votes For, 34,421 Votes Against, and 248,579 Abstentions.
• Advisory approval of executive compensation: 75,549,455 Votes For, 384,918 Votes Against, 78,724 Abstentions, and 15,856,203 broker non-votes.
• Report signed by Aaron Tachibana, Chief Financial Officer and Chief Operating Officer, on May 13, 2026.

Why It Matters

• The company completed routine corporate governance actions that investors track: board composition, auditor choice, and executive pay approval. Olivia Bloom received strong shareholder support; Woodrow Myers faced substantial withheld votes, which investors and the board may note in governance discussions.
• Ratification of BDO as auditor provides continuity for fiscal 2026 audits. The affirmative say-on-pay vote (non-binding) signals general shareholder support for executive compensation disclosed in the proxy.
• Significant broker non-votes on director and compensation items (15,856,203 shares) reflect shares held by brokers that did not vote on non-routine matters, which can affect the numerical margins of contested or advisory votes.