CEVA INC 8-K

What Happened
CEVA Inc. (CEVA) filed an 8‑K reporting the results of its virtual annual meeting of stockholders held June 2, 2026. Stockholders elected seven directors to one‑year terms, approved the advisory vote on named executive officer compensation, and ratified the appointment of Kost Forer Gabby & Kasierer (member of Ernst & Young Global) as independent auditors for fiscal 2026. The proxy statement was originally filed April 20, 2026 and supplemented on May 26, 2026.

Key Details

• Directors elected (one‑year terms): Bernadette Andrietti; Amir Faintuch; Jaclyn Liu; Maria Marced; Peter McManamon; Amir Panush; Louis Silver. Broker non‑votes on director elections: 3,196,620.
  • Example vote totals: Amir Panush — For 18,833,889; Against 73,727; Abstain 10,596.
• Advisory approval of executive compensation (Say‑on‑Pay): For 9,497,742; Against 9,405,918; Abstentions 14,552; Broker non‑votes 3,196,620 (a close, nearly split vote).
• Ratification of independent auditors: Kost Forer Gabby & Kasierer ratified — For 21,719,768; Against 385,124; Abstentions 9,940.

Why It Matters
These outcomes finalize CEVA’s corporate governance slate for the coming year and signal shareholder views on pay and oversight. The near‑even Say‑on‑Pay vote indicates significant shareholder division over executive compensation, which the board may address in future disclosures or compensation practices. Ratification of the auditor provides continuity for the company’s 2026 financial audits. Investors tracking governance, board composition, or management alignment should note these results.