8-KShareholder Matters

QUALCOMM INC/DE 8-K Report, Shareholder Vote Results (Mar 19, 2026)

Filed March 19, 2026For Securities:QCOM

Summary

Qualcomm Incorporated (QCOM) filed an 8-K on March 19, 2026, detailing the results of its 2026 Annual Meeting of Stockholders held on March 17, 2026. The meeting focused on seven proposals, all of which received overwhelming support from shareholders except for two specific stockholder proposals. Key among these results is the re-election of all director nominees, indicating continued confidence in the company's leadership and strategic direction. Furthermore, shareholders ratified the appointment of PricewaterhouseCoopers LLP as the independent public accountants for fiscal year 2026 and approved, on an advisory basis, the compensation of named executive officers. The company also received approval to amend and restate its 2023 Long-Term Incentive Plan, which includes an increase in the share reserve, signaling a continued focus on employee incentives. Importantly, two stockholder proposals concerning the ability to call special meetings and a report on China exposure were not approved, suggesting management's preferred approach on these matters prevailed.

Key Highlights

  • 1All director nominees were elected, receiving affirmative votes from a majority of votes cast.
  • 2PricewaterhouseCoopers LLP was ratified as the independent public accountant for fiscal year 2026 with strong shareholder approval.
  • 3Shareholders approved, on an advisory basis, the compensation of named executive officers.
  • 4The Amended and Restated QUALCOMM Incorporated 2023 Long-Term Incentive Plan, including a 24 million share increase, was approved.
  • 5An advisory vote on executive compensation will continue to be held annually.
  • 6A stockholder proposal on the ability to call a special shareholder meeting was not approved.
  • 7A stockholder proposal requesting a report on the risk of China exposure was not approved.

Frequently Asked Questions

The main outcomes include the election of all director nominees, ratification of PricewaterhouseCoopers LLP as independent auditors, approval of executive compensation on an advisory basis, and approval of an amendment to the Long-Term Incentive Plan. Two stockholder proposals, one on special meeting calls and another on China exposure risk, were not approved.

Yes, shareholders approved the compensation of named executive officers on an advisory basis with a significant majority of the votes cast in favor.

The approval of the Amended and Restated QUALCOMM Incorporated 2023 Long-Term Incentive Plan, which includes an increase in the share reserve by 24,000,000 shares, indicates shareholder support for the company's strategy to incentivize and retain key employees through equity-based compensation.

Yes, two stockholder proposals were not approved: one seeking to grant shareholders the ability to call for a special shareholder meeting, and another requesting a report on the risk of China exposure.