Arista Networks Inc. filed SEC Form 8-K: Submission of Matters to a Vote of Security Holders
$ANET
Computer Communications Equipment
Telecommunications
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
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CURRENT REPORT
Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): May 30, 2025
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(Exact name of registrant as specified in its charter)
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| (State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) | ||||||||||||
(Address of principal executive offices) (Zip Code)
(408 ) 547-5500
(Registrant’s telephone number, including area code)
Not Applicable
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
Securities registered pursuant to Section 12(b) of the Act:
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
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ITEM 5.07 Submission of Matters to a Vote of Security Holders.
On May 30, 2025, Arista Networks, Inc. (the “Company”) held its 2025 Annual Meeting of Stockholders (the "Annual Meeting"). The stockholders voted on the following proposals at the Annual Meeting:
1.To elect three Class II directors to serve until the 2028 annual meeting of stockholders and until their successors are duly elected and qualified;
2.To approve, on an advisory basis, the compensation of the Company’s named executive officers; and
3.Ratification of the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the Company’s fiscal year ending December 31, 2025.
For more information about the foregoing proposals, see the Company’s definitive proxy statement for the Annual Meeting filed with the Securities and Exchange Commission on April 16, 2025.
The voting results for each of the proposals are as follows:
1.Election of Directors
| Nominee | For | Withheld | Broker Non-votes | |||||||||||||||||
| Charles Giancarlo | 656,128,725 | 339,910,654 | 116,319,704 | |||||||||||||||||
| Daniel Scheinman | 675,755,003 | 320,284,376 | 116,319,704 | |||||||||||||||||
| Yvonne Wassenaar | 744,203,569 | 251,835,810 | 116,319,704 | |||||||||||||||||
Each director nominee was duly elected to serve until the 2028 annual meeting of stockholders and until his or her successor is duly elected and qualified.
2.Advisory Vote on Named Executive Officer Compensation
| For | Against | Abstained | Broker Non-votes | |||||||||||||||||
| 613,624,231 | 374,475,398 | 7,939,750 | 116,319,704 | |||||||||||||||||
The stockholders approved, on an advisory basis, the compensation of the Company’s named executive officers.
3.Ratification of Appointment of Independent Registered Public Accounting Firm
| For | Against | Abstained | Broker Non-votes | |||||||||||||||||
| 1,088,750,801 | 23,078,979 | 529,303 | – | |||||||||||||||||
The stockholders ratified the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2025.
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.
| ARISTA NETWORKS, INC. | ||||||||
| June 3, 2025 | /s/ CHANTELLE BREITHAUPT | |||||||
Chantelle Breithaupt | ||||||||
| Chief Financial Officer | ||||||||
| (Senior Vice President) | ||||||||