01—Abstract
Summary
Summary of the 8-K filed May 28, 2026. Cited figures are marked; the original filing is the authoritative source.
DexCom held its 2026 Annual Meeting of Stockholders on May 27, 2026, with 336,525,352 of 385,872,977 eligible shares present or represented by proxy (about 87%a), well above the quorum requirement.
This 8-K reports only governance votes. It contains no financial results, guidance, or transaction disclosures, so the filing's investor relevance is limited to board composition, auditor ratification, and shareholder sentiment on executive pay. All twelve director nominees were elected to serve until the 2027 annual meeting.
Most received well over 90%b support of votes cast. Nicholas Augustinos drew the weakest backing, with 265.9 million votes for against 48.0 million against, or roughly 85% for. Kevin Sayer, Richard Collins, Steven Altman, and Bridgette Heller also drew noticeably higher opposition than the rest of the slate, though all were elected comfortably.
Stockholders ratified Deloitte & Touche LLP as the independent auditor for fiscal 2026 with approximately 99.9%c of votes cast in favor. On the non-binding say-on-pay proposal, 277.1 million shares voted for and 36.7 million against, or about 88% approval of votes cast. That level of support is solid, though the roughly 12% opposition is a signal investors may watch in future proxy seasons.
02—Key points
Key Highlights
- All 12 director nominees were elected to serve until the 2027 annual meeting; Nicholas Augustinos had the lowest support at roughly 85% of votes cast.
- Shareholders ratified Deloitte & Touche LLP as independent registered public accounting firm for fiscal year 2026 with about 99.9% of votes cast in favor (336.0 million for vs. 0.4 million against).
- The non-binding say-on-pay advisory vote passed with about 88% approval (277.1 million for vs. 36.7 million against), with 0.6 million abstentions.
- Turnout was approximately 87% of the 385.9 million shares outstanding as of the April 1, 2026 record date, comfortably exceeding the quorum requirement.
- Most directors received between roughly 94% and 99% support of votes cast, indicating broad shareholder endorsement of the board.
- The filing contains no financial results, guidance, or material transactions; its significance is governance-related.
03—Questions
Frequently Asked Questions
Were all of DexCom's board nominees elected at the 2026 Annual Meeting?
Yes. All twelve nominees were elected to serve until the 2027 annual meeting of stockholders or until their earlier death, resignation, or removal. Each received a majority of votes cast in favor.
Which director received the weakest shareholder support?
Nicholas Augustinos received the lowest support, with 265.9 million votes for and 48.0 million against, or roughly 85% of votes cast. Steven Altman, Bridgette Heller, Richard Collins, and Kevin Sayer also drew higher opposition than the rest of the board, though all were elected comfortably.
Did shareholders approve executive compensation?
Yes. The non-binding advisory say-on-pay proposal received about 277.1 million votes for and 36.7 million against, roughly 88% approval of votes cast. The result is advisory and does not bind the board, but it is a useful gauge of shareholder sentiment on pay practices.
Did shareholders approve the choice of auditor?
Yes. Shareholders ratified Deloitte & Touche LLP as independent registered public accounting firm for fiscal 2026, with about 336.0 million votes for, 0.4 million against, and 0.1 million abstentions.
Does this filing include any financial results or material business developments?
No. This Form 8-K reports only the results of the stockholder votes under Item 5.07. It does not include financial results, guidance, acquisitions, or other material business events.
04—Continue