Business Context and Reporting Period
This Form 8-K reports the results of the 2025 Annual General Meeting of Shareholders held by Ichor Holdings, Ltd. on May 14, 2025, in Fremont, California. A total of 32,265,278 outstanding ordinary shares were represented by proxy at the meeting.
Key Financial Metrics
The filing text does not provide a clear value for revenue, profit, cash flow, margins, debt, or liquidity. This report focuses exclusively on corporate governance and shareholder voting outcomes.
Material Changes and Voting Results
The following matters were submitted to a vote of security holders:
- Election of Directors: Shareholders elected all ten director nominees (Thomas Rohrs, Jeffrey Andreson, Iain MacKenzie, Laura Black, John Kispert, Jorge Titinger, Yuval Wasserman, Wendy Arienzo, and Marc Haugen) to serve until the 2026 annual meeting.
- 2025 Omnibus Incentive Plan: Shareholders approved the plan with 19,911,770 votes For and 10,286,186 votes Against.
- Executive Compensation (Say-on-Pay): Shareholders approved, on an advisory basis, the compensation of named executive officers with 28,458,059 votes For and 1,720,549 votes Against.
- Appointment of Auditors: Shareholders ratified the appointment of KPMG LLP as the independent registered public accounting firm for the fiscal year ending December 26, 2025, with 32,061,937 votes For and 197,731 votes Against.
Guidance, Outlook, and Risks
The filing text does not provide a clear value for guidance, outlook, management commentary, risks, contingencies, or unusual items.
Important Facts for Investors to Verify
- Verify the specific terms and equity grant limits of the newly approved 2025 Omnibus Incentive Plan.
- Note the significant number of "Against" votes (10,286,186) on the Omnibus Incentive Plan, representing a substantial portion of the voting shares.
- Confirm the tenure of the newly elected directors, which extends until the 2026 annual general meeting.
- Review the full proxy statement for details on the "Broker Non-Votes" (2,054,612) which were recorded for all proposals except the auditor ratification.