Pixelworks Inc.

12/31/2025 | Press release | Distributed by Public on 12/31/2025 15:05

Proxy Results (Form 8-K)

Item 5.07 Submission of Matters to a Vote of Security Holders
On December 31, 2025, Pixelworks, Inc. (the "Company"), reconvened its 2025 Special Meeting of Shareholders (the "Special Meeting"), which was originally convened on November 26, 2025, and then reconvened and adjourned on December 8, 2025 and December 19, 2025. The votes received on December 31, 2025, on each of the matters remaining to be voted on are reported below. The proposals were more fully described in the Company's definitive proxy statement filed with the Securities and Exchange Commission on October 27, 2025.
Proposal 1. Approval of the sale of all of the shares of common stock of Pixelworks Semiconductor Technology (Shanghai) Co., Ltd., owned indirectly by the Company (the "Sale"), when the Sale is consummated, received the following votes:
For Against Abstain
3,833,042 65,702 30,478
Proposal 2. Approval, on an advisory (non-binding) basis, compensation that may be paid or become payable to the named executive officers of the Company that is based on or otherwise relates to the Sale, received the following votes:
For Against Abstain
3,453,415 426,249 49,558
Holders of approximately 61% of the outstanding shares of the Company's common stock on the record date for the Special Meeting voted in favor of Proposal 1. However, as reported in the Company's Current Report on Form 8-K filed on December 22, 2025, the Board of Directors of the Company previously determined that the Sale does not constitute the sale of substantially all of the Company's property and assets and, therefore, that shareholder approval is not required for completion of the Sale. Proposal 2 received the affirmative vote of holders of a majority of the votes cast affirmatively or negatively at the Special Meeting and, therefore, was approved.
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