Twist Bioscience Corp 8-K

What Happened

• Twist Bioscience Corporation filed an 8-K (Feb 6, 2026) reporting the results of its 2026 Annual Meeting of Stockholders. Holders of 56,260,506 shares (about 91.81% of outstanding shares eligible to vote) were present in person or by proxy. Stockholders elected three Class II directors — Keith Crandell, Jan Johannessen and Trynka Shineman Blake — approved, on a non‑binding advisory basis, the compensation of the company’s named executive officers (NEOs), and ratified Ernst & Young LLP as the independent registered public accounting firm for fiscal 2026.

Key Details

• Meeting attendance: 56,260,506 shares voted, representing ~91.81% of outstanding eligible shares.
• Director elections:
  • Keith Crandell — For: 40,500,506; Withheld: 9,805,197; Broker Non‑Votes: 5,954,803.
  • Jan Johannessen — For: 42,319,597; Withheld: 7,986,106; Broker Non‑Votes: 5,954,803.
  • Trynka Shineman Blake — For: 50,217,493; Withheld: 88,210; Broker Non‑Votes: 5,954,803.
• Say‑on‑Pay (advisory vote on NEO compensation): For: 38,430,673; Against: 11,842,367; Abstentions: 32,663; Broker Non‑Votes: 5,954,803.
• Auditor ratification: Ernst & Young LLP ratified as independent registered accounting firm — For: 56,220,551; Against: 18,170; Abstentions: 21,785.

Why It Matters

• The board’s Class II slate was confirmed, preserving management’s governance plan and board continuity.
• The non‑binding approval of executive pay (say‑on‑pay) signals majority shareholder support but is advisory and may still prompt management disclosure or adjustments if concerns persist among significant dissenting votes.
• Ratification of Ernst & Young LLP confirms continuity in the company’s external audit relationship for the coming fiscal year.
• High turnout (~91.8%) and the presence of broker non‑votes on certain matters indicate many shares were voted overall but some held in street name did not have instructions for non‑routine items — a factor that can affect close votes.