01—Abstract
Summary
Summary of the 8-K filed June 5, 2026. Cited figures are marked; the original filing is the authoritative source.
Rubrik, Inc. (RBRK) filed this Current Report on Form 8-K under Item 5.07 to disclose the results of its 2026 Annual Meeting of Stockholders, held on June 3, 2026.
Stockholders elected three Class II directors, Asheem Chandna, Ravi Mhatre, and Arvind Nithrakashyap, each to serve until the 2029 annual meeting. Chandna received 963,427,829 votes for and 7,288,223 withheld; Mhatre received 931,385,414 for and 39,330,638 withheld; Nithrakashyap received 966,093,445 for and 4,622,607 withheld. Each nominee also had 44,493,277 broker non-votes.
Stockholders also ratified the Audit Committee's appointment of KPMG LLP as the Company's independent registered public accounting firm for the fiscal year ending January 31, 2027, with 1,013,250,788 votes for, 1,449,686 against, and 508,855 abstaining. On the advisory frequency vote for say-on-pay, stockholders approved an annual vote, with 970,083,338 votes for one year, 130,905 for two years, 290,742 for three years, and 211,067 abstaining. Consistent with this result and the Company's recommendation, the board determined that future advisory votes on named executive officer compensation will be held every year.
02—Key points
Key Highlights
- Annual Meeting held June 3, 2026; all three Class II director nominees were elected to terms ending at the 2029 annual meeting.
- Asheem Chandna received 963,427,829 votes for and 7,288,223 withheld; Arvind Nithrakashyap received 966,093,445 for and 4,622,607 withheld; Ravi Mhatre received 931,385,414 for and 39,330,638 withheld.
- Stockholders ratified KPMG LLP as independent registered public accounting firm for the fiscal year ending January 31, 2027, with 1,013,250,788 votes for and 1,449,686 against.
- Stockholders approved an annual frequency for future advisory say-on-pay votes, with 970,083,338 votes for one year versus 130,905 for two years and 290,742 for three years.
- The board determined that the Company will hold advisory votes on named executive officer compensation every year, in line with the stockholder vote.
- Each director nominee recorded 44,493,277 broker non-votes.
03—Questions
Frequently Asked Questions
Who was elected to the board at the 2026 Annual Meeting?
Asheem Chandna, Ravi Mhatre, and Arvind Nithrakashyap were elected as Class II directors to hold office until the 2029 annual meeting of stockholders and until their successors are duly elected and qualified, or their earlier death, resignation or removal.
Which auditor did stockholders ratify?
Stockholders ratified the Audit Committee's appointment of KPMG LLP as the Company's independent registered public accounting firm for the fiscal year ending January 31, 2027. The filing reports 1,013,250,788 votes for, 1,449,686 against, and 508,855 abstentions.
How often will Rubrik hold advisory votes on executive compensation?
Stockholders approved an annual frequency, with 970,083,338 votes for every one year. The board determined, consistent with the Company's recommendation, that future advisory votes on named executive officer compensation will be held every one year.
Was any director nominee's support notably lower than the others?
Ravi Mhatre received the lowest support among the nominees, with 931,385,414 votes for and 39,330,638 withheld. Asheem Chandna and Arvind Nithrakashyap received 963,427,829 and 966,093,445 votes for, respectively, with fewer withheld votes.
04—Continue