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NASDAQ: NOVT NOVANTA INC 8-K

Novanta holds routine annual meeting with strong shareholder support across all proposals

Filed May 29, 2026 · Period ending May 28, 2026 · ~1 min read

4 key changes 1 section

Key Changes

  • low

    All nine directors elected with 97.5%–99.9% support of votes cast; uncontested slate reflects board continuity.

    Item 5.07 — Submission of Matters to a Vote of Security Holders verify on EDGAR →
  • low

    Say-on-pay approved with 97.8% support (31.1M for, 696K against, 13K abstained); 1.6M broker non-votes.

    Item 5.07 — Submission of Matters to a Vote of Security Holders verify on EDGAR →
  • low

    Deloitte & Touche ratified as auditor with 99.9% support (33.4M for, 5K against, 14K abstained).

    Item 5.07 — Submission of Matters to a Vote of Security Holders verify on EDGAR →
  • low

    Meeting achieved 93.71% shareholder turnout (33.4M of 35.6M shares outstanding as of April 14 record date).

    Item 5.07 — Submission of Matters to a Vote of Security Holders verify on EDGAR →

Summary

Novanta held its 2026 annual meeting on May 28 with routine governance outcomes. The company achieved strong shareholder participation at 93.71% of outstanding shares, providing a solid mandate for all proposals. All nine director nominees were elected in uncontested races with support ranging from 97.5% to 99.9% of votes cast.

The advisory say-on-pay vote passed with 97.8% approval, indicating shareholder satisfaction with executive compensation practices. Shareholders also ratified Deloitte & Touche as the independent auditor with near-unanimous 99.9% support. These results reflect normal, healthy governance with no contested matters or material concerns for retail investors.

Section-by-Section Diff

Event · Item 5.07 — Submission of Matters to a Vote of Security Holders

~400 words

Novanta held its 2026 annual meeting with 93.71% shareholder turnout; all nine directors elected, say-on-pay approved, and auditor ratified.

4 Added
Show 4 minor / wording changes
Added Annual meeting quorum and turnout low

Added in current filing · verify on EDGAR →

A total of 33,371,777 common shares were present or represented by proxy at the meeting, representing approximately 93.71 percent of the Company’s outstanding common shares as of April 14, 2026, the record date for the meeting.

Novanta's 2026 annual meeting achieved strong shareholder participation, with 93.71% of outstanding shares represented. This high turnout indicates robust shareholder engagement and provides a solid mandate for the votes taken.

Added Director elections low

Added in current filing · verify on EDGAR →

NOMINEE | Votes FOR | Votes WITHHELD | Broker Non-Votes

Lonny J. Carpenter

31,049,533 | 725,191 | 1,597,053

Matthew T. Farrell

31,739,890 | 34,834 | 1,597,053 | Matthijs Glastra | 30,975,206 | 799,518 | 1,597,053

R. Matthew Johnson

31,237,177 | 537,547 | 1,597,053 | Mary Katherine Ladone | 31,064,627 | 710,097 | 1,597,053

Maxine L. Mauricio

31,079,323 | 695,401 | 1,597,053

Thomas N. Secor

31,321,519 | 453,205 | 1,597,053

Darlene J. S. Solomon, Ph.D.

31,199,580 | 575,144 | 1,597,053

Frank A. Wilson

31,721,169 | 53,555 | 1,597,053

All nine director nominees were elected with strong support, receiving between 97.5% and 99.9% of votes cast. Support ranged from 87.0% to 89.1% of shares outstanding. The elections were uncontested and reflect routine board continuity.

Added Say-on-pay vote low

Added in current filing · verify on EDGAR →

Votes FOR | Votes AGAINST | Votes ABSTAINED | Broker Non-Votes | 31,065,978 | 695,736 | 13,010 | 1,597,053

Shareholders approved executive compensation on an advisory basis with 97.8% of votes cast in favor (2.2% against). Support represented 87.2% of shares outstanding. This strong approval indicates shareholder satisfaction with the company's compensation practices.

Added Auditor ratification low

Added in current filing · verify on EDGAR →

Votes FOR | Votes AGAINST | Votes ABSTAINED | 33,352,532 | 5,006 | 14,239

Shareholders ratified the appointment of Deloitte & Touche LLP as independent auditor with 99.9% of votes cast in favor. This overwhelming support reflects confidence in the auditor selection.

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Figures/quotes linked to EDGAR · Narrative written by AI · Jun 21, 2026 · How we verify