Sanmina Corporation filed SEC Form 8-K: Leadership Update, Submission of Matters to a Vote of Security Holders, Financial Statements and Exhibits

 

  

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of

the Securities Exchange Act of 1934

 

March 9, 2026

Date of Report (Date of earliest event reported)

 

SANMINA CORPORATION

(Exact name of registrant as specified in its charter)

 

Delaware		000-21272		77-0228183
(State or other jurisdiction of incorporation)		(Commission File Number)		(I.R.S. Employer Identification No.)

 

2700 North First Street

San Jose, California 95134

(Address of principal executive offices)

 

(408) 964-3500

(Registrant’s telephone number, including area code)

 

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:

 

¨  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

¨   Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) 

 

¨   Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) 

 

¨   Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

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)

 

Emerging growth company  ¨

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ¨

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common Stock		SANM		NASDAQ Global Select Market

 

 

 

ITEM 5.02     DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORY ARRANGEMENTS OF CERTAIN OFFICERS

 

On March 9, 2026, the stockholders of the Company approved an amendment of the Company’s 2019 Equity Incentive Plan (the “2019 Plan”) to reserve an additional 1,200,000 shares of Common Stock for issuance thereunder.

 

The 2019 Plan provides for the grant to eligible individuals of stock options, both incentive stock options and nonqualified stock options, stock appreciation rights, restricted stock, restricted stock units, performance units, performance shares and such other cash and stock awards as the administrator of the 2019 Plan shall determine. The terms and conditions of each type of award are set forth in the 2019 Plan. Individuals eligible to receive awards under the 2019 Plan include executive officers, employees, consultants and non-employee members of the Company’s Board of Directors. The 2019 Plan expires on December 3, 2028.

 

ITEM 5.07

SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

 

On March 9, 2026, the Company held its 2026 Annual Meeting of Stockholders. The matters voted upon at the meeting by stockholders of record as of January 16, 2026 and the vote with respect to each such matter is set forth below:

 

1.

To elect eight directors of the Company.

 

Nominee		For				Against				Abstain				Broker Non-Votes
Susan K. Barnes			47,654,771				736,564				112,390				2,621,828
David V. Hedley III			40,504,828				7,975,501				23,396				2,621,828
Susan A. Johnson			40,455,204				8,023,528				24,993				2,621,828
Joseph G. Licata			39,495,174				8,990,753				17,798				2,621,828
Michael J. Loparco			46,878,928				1,604,871				19,926				2,621,828
Krish Prabhu			45,516,654				2,963,014				24,057				2,621,828
Mythili Sankaran			27,580,680				20,896,872				26,173				2,621,828
Jure Sola			47,412,746				1,068,216				22,763				2,621,828

 

2.

To ratify the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the fiscal year ending October 3, 2026.

 

For				Against				Abstain				Broker Non- Votes
	50,528,448				578,906				18,199				0

 

3.

To approve, on an advisory (non-binding) basis, the compensation of the Company’s named executive officers.

 

For				Against				Abstain				Broker Non- Votes
	39,455,563				9,020,980				27,182				2,621,828

 

4.

To approve the reservation of an additional 1,200,000 shares of Common Stock for issuance under the 2019 Plan.

 

For				Against				Abstain				Broker Non- Votes
	46,532,962				1,939,866				30,897				2,621,828

 

5.

To consider and vote upon the stockholder proposal entitled “Proposal 5 – Independent Board Chairman,” requesting that the Board of Directors adopt a policy in order that two separate people hold the office of the Chairman and the office of the CEO.

 

For				Against				Abstain				Broker Non- Votes
	5,761,319				42,678,217				64,189				2,621,828

 

 

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS

 

(d)

Exhibits.

 

	Exhibit No		Description
	104		Cover Page Interactive Data File (embedded with the inline XBRL document)

 

 

SIGNATURE

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this Report on Form 8-K to be signed on its behalf by the undersigned hereunto duly authorized.

 

	SANMINA CORPORATION
	By:	/s/ Jonathan Faust
		Jonathan Faust
		Executive Vice President and Chief Financial Officer

 

Date: March 11, 2026