Item 5.07. Submission of Matters to a Vote of Security Holders.
The Annual Meeting of Stockholders of Enphase Energy, Inc. (the "Company") was
held on May 17, 2023 (the "Annual Meeting"). Proxies for the Annual Meeting were
solicited by the Company's Board of Directors (the "Board") pursuant to Section
14(a) of the Securities Exchange Act of 1934, as amended, and there was no
solicitation in opposition to the Board's solicitations. As of March 21, 2023,
the record date for the Annual Meeting, 136,961,530 shares of Common Stock of
the Company were outstanding and entitled to vote at the Annual Meeting, of
which 116,515,546 shares of Common Stock of the Company were represented, in
person or by proxy, constituting a quorum. The final votes on the proposals
presented at the Annual Meeting were as follows:
Proposal 1: Election of Directors
Jamie Haenggi, Benjamin Kortlang and Richard Mora were elected as directors to
hold office until the 2026 Annual Meeting of Stockholders by the following vote:
Nominee Votes For Votes Withheld Broker Non-Votes
Jamie Haenggi 94,078,208 6,670,805 15,766,533
Benjamin Kortlang 63,493,137 37,255,876 15,766,533
Richard Mora 92,436,510 8,312,503 15,766,533
In addition to the directors elected above, Steven J. Gomo, Badrinarayanan
Kothandaraman, Joseph Malchow and Thurman John Rodgers, continue to serve as
directors after the Annual Meeting.
Proposal 2: Advisory Vote on the Compensation of Named Executive Officers
The compensation of the Company's named executive officers was approved, on an
advisory basis, by the following vote:
Votes For Votes Against Abstentions Broker Non-Votes
88,321,855 12,242,311 184,847 15,766,533
Proposal 3: Ratification of Appointment of Deloitte & Touche LLP
The selection of Deloitte & Touche LLP by the Audit Committee of the Board as
the Company's independent registered public accounting firm for the fiscal year
ending December 31, 2023 was ratified by the following vote:
Votes For Votes Against Abstentions
114,099,492 2,224,556 191,498
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Signatures
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
By: May 22, 2023 ENPHASE ENERGY, INC.
By: /s/ Mandy Yang
Mandy Yang
Vice President and Chief Financial Officer
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