CODEXIS, INC. 8-K

What Happened

• Codexis, Inc. held its 2026 Annual Meeting of Stockholders on June 17, 2026 and filed an 8-K on June 22, 2026 reporting the certified vote results. Stockholders elected Stephen G. Dilly, Raymond De Vré, and Rahul Singhvi to three‑year terms expiring at the 2029 annual meeting. The audit committee’s selection of KPMG LLP as the company’s independent registered public accounting firm for fiscal 2026 was ratified. Stockholders also approved, on a non‑binding advisory basis, the company’s executive compensation disclosure.

Key Details

• Director elections (term through 2029):
  • Stephen G. Dilly: For 47,074,970; Withheld 6,891,598; Broker non‑votes 20,771,912
  • Raymond De Vré: For 53,369,302; Withheld 597,266; Broker non‑votes 20,771,912
  • Rahul Singhvi: For 53,059,159; Withheld 907,409; Broker non‑votes 20,771,912
• Auditor ratification: KPMG LLP ratified with votes For 74,561,400; Against 106,175; Abstain 70,905.
• Advisory vote on executive compensation: For 52,546,366; Against 1,192,848; Abstain 227,354; Broker non‑votes 20,771,912.
• The Proxy Statement describing these proposals was filed April 28, 2026; results were certified by the Inspector of Elections.

Why It Matters

• The election results confirm the board composition through 2029, which affects governance and oversight of Codexis’s strategy.
• Ratification of KPMG as auditor finalizes the independent accounting firm for 2026 financial reporting and audit work.
• The advisory approval of executive compensation signals shareholder support for the company’s pay practices as disclosed in the proxy.
• Notable broker non‑votes (20,771,912) indicate a block of shares held by brokers that didn’t vote on certain non‑routine matters, which can affect vote totals for director and advisory proposals.