AXON Axon Enterprise, Inc. - 8-K

Item 5.07 Submission of Matters to a Vote of Security Holders

On May 28, 2026, Axon Enterprise, Inc. (the “Company”) held its 2026 Annual Meeting of Shareholders (“Annual Meeting”). The total number of shares of the Company’s common stock, par value of $0.00001 per share, voted in person or by proxy at the Annual Meeting was 72,920,923 representing approximately 90.5% of the 80,572,201 shares outstanding as of the March 31, 2026 record date and entitled to vote at the Annual Meeting. The number of votes cast for, against or withheld, as well as abstentions and broker non-votes, if applicable, with respect to each matter considered at the Annual Meeting is set out below. For more information regarding these matters, please refer to the Company’s Annual Report to Shareholders for the year ended December 31, 2025 on Form ARS relating to the Annual Meeting, which was filed with the SEC on April 16, 2026.

Proposal No. 1 — Election of Directors

The following nominees were elected directors for a term of one year (and until their successors are elected and qualified) by the votes indicated below.

FOR

AGAINST

WITHHELD

BROKER NON-VOTES

Erika Ayers Badan

59,669,730

1,432,362

153,595

11,665,236

Adriane Brown

58,603,305

2,546,635

105,747

11,665,236

Michael Garnreiter

55,842,712

5,137,861

275,114

11,665,236

Caitlin Kalinowski

60,226,957

927,974

100,756

11,665,236

Todd Morgenfeld

60,438,825

707,643

109,219

11,665,236

Hadi Partovi

58,038,102

3,113,363

104,222

11,665,236

Graham Smith

59,628,781

1,554,426

72,480

11,665,236

Patrick Smith

60,766,401

426,910

62,376

11,665,236

Jeri Williams

60,213,464

938,146

104,077

11,665,236

Proposal No. 2 — Advisory Vote to Approve the Compensation of the Company’s Named Executive Officers ( “ Say-on-Pay ” )

The non-binding advisory vote to approve the compensation of the Company’s named executive officers was approved as follows:

FOR

AGAINST

ABSTAIN

BROKER NON-VOTES

54,903,698

6,239,017

112,972

11,665,236

Proposal No. 3 — Ratification of Appointment of Independent Registered Public Accounting Firm

The proposal to ratify the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accountant for fiscal year 2026 was approved by the votes indicated below. There were no broker non-votes on this proposal.

FOR

AGAINST

ABSTAIN

BROKER NON-VOTES

72,672,121

180,664

68,138

—

Item 9.01 Financial Statements and Exhibits

(d) Exhibits

Exhibit

Number

Exhibit Description

104

The cover page from this Current Report on Form 8-K, formatted as Inline XBRL