SONO · Sonos, Inc.

Summary

Sonos, Inc. held its Annual Meeting of Stockholders on March 5, 2026, where shareholders elected three Class II directors, ratified KPMG LLP as independent auditors, approved executive compensation on an advisory basis, and approved amendments to the Restated Certificate of Incorporation to phase in declassification of the Board and eliminate certain supermajority voting requirements. The Company filed the certificate amendment on March 10, 2026, and the Board approved conforming bylaw changes.

Key takeaways

• Annual Meeting held March 5, 2026 with 107,214,517 shares present (88.7% of outstanding)
• Class II directors elected: Carmine Arabia (93,116,534 For), Tom Conrad (93,116,869 For), Julius Genachowski (84,865,384 For)
• Proposal 4 approved: Phase in Board declassification (93,123,187 For)
• Proposal 5 approved: Eliminate supermajority voting requirements (93,052,400 For)
• KPMG LLP ratified as auditors for fiscal year ending October 3, 2026 (106,705,795 For)
• Certificate amendment filed March 10, 2026 (Exhibit 3.1); Bylaws amended by Board (Exhibit 3.2)