8-KShareholder Matters

Astera Labs, Inc. 8-K Report, Shareholder Vote Results (Jun 8, 2026)

Filed June 8, 2026For Securities:ALAB

Summary

Astera Labs, Inc. (ALAB) filed an 8-K on June 8, 2026, detailing the results of its 2026 Annual Stockholders Meeting held on June 4, 2026. The meeting saw strong participation, with approximately 82.6% of the total outstanding shares being voted. Key outcomes include the re-election of all three Class II director nominees, overwhelmingly ratifying the appointment of PricewaterhouseCoopers LLP as the independent auditor, and approving executive compensation on an advisory basis (Say-on-Pay).

Key Highlights

  • 1All three Class II director nominees were elected to the board, ensuring continuity in leadership.
  • 2The appointment of PricewaterhouseCoopers LLP as the independent auditor for the fiscal year ending December 31, 2026, was overwhelmingly ratified.
  • 3Stockholders approved executive compensation on an advisory basis (Say-on-Pay) with a significant majority.
  • 4The Company will hold future advisory votes on executive compensation annually, following the "Say-on-Frequency" vote.
  • 5A substantial majority of voting shares (over 141 million) participated in the meeting, indicating strong shareholder engagement.
  • 6Broker non-votes, while present, did not prevent the passage of key proposals, particularly the auditor ratification and Say-on-Pay.

Frequently Asked Questions

The Class II director nominees elected were Sanjay Gajendra, Craig Barratt, and Michael Hurlston. They will serve until the 2029 Annual Meeting of Stockholders.

The 'Say-on-Pay' proposal, which is an advisory vote on the compensation of named executive officers (NEOs), was approved by a significant majority of the stockholders.

Following the advisory vote on 'Say-on-Frequency', stockholders have indicated a preference for holding advisory votes on executive compensation every year.

There were 171,281,952 shares of common stock entitled to be voted, and 141,439,565 shares were voted in person or by proxy at the Annual Meeting.