8-KThe WireRoutine
Bylaw Amendment · Shareholder Vote
Filed May 1, 2026 · 1mo ago · Accession 0001193125-26-201401
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Material event — a significant development the company must disclose promptly.
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Filing text
View original ↗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
Date of Report (Date of earliest event reported): April 28, 2026
Revvity, Inc.
(Exact Name of Registrant as Specified in its Charter)
Massachusetts
001-05075
04-2052042
(State or Other Jurisdiction
of Incorporation)
(Commission
File Number)
(IRS Employer
Identification No.)
77 4 th Avenue , Waltham , Massachusetts
02451
(Address of Principal Executive Offices)
(Zip Code)
Registrant’s telephone number, including area code: (781) 663-6900
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):
☐
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))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading
Symbol
Name of exchange
on which registered
Common stock, $1 par value per share
RVTY
The New York Stock Exchange
1.875% Notes due 2026
RVTY26
The New York Stock Exchange
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. ☐
Item 5.03
Amendments to Articles of Organization or Bylaws; Change in Fiscal Year
At the annual meeting of shareholders of Revvity, Inc. (the “Company”) held on April 28, 2026, the shareholders voted on and approved a proposal to amend the Company’s Amended and Restated By-laws (prior to such amendment and restatement, the “Prior By-laws”) to allow shareholders owning 25% of the Company’s stock to call a special meeting of shareholders (as amended and restated, the “Amended and Restated By-laws”) effective as of April 28, 2026. A copy of the Amended and Restated By-laws, in redline form to show the amendments made by the Company to the Prior By-laws, is attached hereto as Exhibit 3.1 and incorporated herein by reference.
Item 5.07
Submission of Matters to a Vote of Security Holders.
At the annual meeting of shareholders of the Company held on April 28, 2026, the shareholders voted on the following proposals:
•
a proposal to elect the ten nominees for director named below for terms of one year each;
•
a proposal to ratify the selection of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the current fiscal year;
•
a proposal to approve, by non-binding advisory vote, the Company’s executive compensation;
•
a proposal to amend the Company’s Amended and Restated By-laws to allow shareholders owning 25% of the Company’s common stock to call a special meeting of shareholders; and
•
a shareholder proposal regarding executive stock ownership.
The shareholders elected each of the nominees to serve as a director for a term of one year. The final number of votes cast for or against or abstaining and the number of broker non-votes for each nominee are listed below. The proposal to ratify the selection of Deloitte & Touche LLP as the Company’s independent registered public accounting firm, the proposal to approve, by non-binding advisory vote, the Company’s executive compensation, and the proposal to amend the Company’s Amended and Restated By-laws to allow shareholders owning 25% of the Company’s common stock to call a special meeting of shareholders, which required that a majority of the shares of the Company’s common stock outstanding on the record date and entitled to vote be voted in favor of the proposal, were also approved. The final number of votes cast for or against or abstaining from voting on those three proposals and the number of broker non-votes on the executive compensation proposal and the special shareholder meeting proposal are listed below. The shareholder proposal regarding executive stock ownership was not approved. The final number of votes cast for or against or abstaining from voting and the number of broker non-votes on that proposal are listed below.
Proposal #1 – To elect the following nominees as our directors for terms of one year each:
Name
Votes in
Favor
Votes
Against
Abstentions
Broker Non-Votes
Peter Barrett, PhD
93,823,710
5,674,907
102,944
4,512,033
Samuel R. Chapin
98,274,034
1,217,291
110,236
4,512,033
Michael A. Klobuchar
95,054,936
4,512,726
33,899
4,512,033
Michelle McMurray-Heath, MD, PhD
99,095,486
474,287
31,788
4,512,033
Alexis P. Michas
95,577,856
3,985,098
38,607
4,512,033
Prahlad R. Singh, PhD
96,063,825
3,501,311
36,425
4,512,033
Sophie V. Vandebroek, PhD
95,054,306
4,517,332
29,923
4,512,033
Michael Vounatsos
97,942,266
1,628,346
30,949
4,512,033
Frank Witney, PhD
90,741,896
8,834,876
24,789
4,512,033
Pascale Witz
92,501,938
7,058,082
41,541
4,512,033
Proposal #2 – To ratify the selection of Deloitte & Touche LLP as the Company’s independent public accounting firm for the current fiscal year.
For
Against
Abstain
Broker Non-Votes
102,992,151
1,036,994
84,449
0
Proposal #3 – To approve, by non-binding advisory vote, the Company’s executive compensation.
For
Against
Abstain
Broker Non-Votes
94,377,138
3,770,364
1,454,059
4,512,033
Proposal #4 – To amend the Company’s Amended and Restated By-laws to allow shareholders owning 25% of the Company’s common stock to call a special meeting of shareholders.
For
Against
Abstain
Broker Non-Votes
99,086,661
440,300
74,600
4,512,033
Proposal #5- Shareholder proposal regarding executive stock ownership.
For
Against
Abstain
Broker Non-Votes
22,974,850
76,502,157
124,554
4,512,033
Item 9.01.
Financial Statements and Exhibits.
(d) Exhibits
Exhibit No.
Description
3.1
Amended and Restated By-laws, redlined for amendments effective as of April 28, 2026
104
Cover Page Interactive Data File (embedded within the Inline XBRL document)
SIGNATURE
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.
REVVITY, INC.
Date: May 1, 2026
By:
/s/ John L. Healy
John L. Healy
Vice President and Assistant Secretary
Filing details
- Company
- REVVITY, INC.
- Ticker
- RVTY
- CIK
- 31791
- Form type
- 8-K
- Filing date
- May 1, 2026
- Report date
- Apr 28, 2026
- Document
- d146870d8k.htm
- Size
- 387 KB