Business Context and Reporting Period
This Form 8-K reports on the 2025 Annual Meeting of Stockholders held by Lattice Semiconductor Corporation on May 2, 2025. The record date for the meeting was March 3, 2025. Stockholders representing 95.74% of outstanding shares were present in person or by proxy.
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 voting results.
Material Changes and Voting Results
The following matters were submitted to a vote of security holders:
- Proposal 1: Election of Directors
- All nine nominees were elected for a one-year term.
- James Lederer received the highest number of "Against" votes (13,439,006) compared to other nominees.
- Que Thanh Dallara and D. Jeffrey Richardson also received significant "Against" votes (3,377,500 and 3,892,806, respectively).
- Proposal 2: Ratification of Independent Auditor
- Stockholders ratified the appointment of Ernst & Young LLP as the independent registered public accounting firm for the fiscal year ending January 3, 2026.
- Voting results: 131,660,354 For; 48,280 Against; 36,701 Abstain.
- Proposal 3: Advisory Vote on Executive Compensation
- The advisory vote to approve Named Executive Officer compensation was approved.
- Voting results: 71,099,094 For; 56,459,338 Against; 40,347 Abstain.
- Note: The "Against" votes represented a significant portion of the total votes cast on this proposal.
Guidance, Outlook, and Risks
The filing text does not provide a clear value for guidance, outlook, management commentary, risks, contingencies, or unusual items.
Key Facts for Investor Verification
- Verify the reasons behind the elevated "Against" votes for Director James Lederer and the significant opposition to the executive compensation advisory vote.
- Confirm the total number of shares outstanding as of the March 3, 2025 record date to contextualize the voting percentages.
- Review subsequent filings for any management response to the dissenting votes on executive compensation.