Stockholders Elect 4 Directors, Back KPMG and Say-on-Pay as CEO Touts Record 2025

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Stockholders Elect 4 Directors, Back KPMG and Say-on-Pay as CEO Touts Record 2025


Rambus logo
Rambus logo

  • Stockholders elected four Class 1 directors — Charles Kissner, Meera Rao, Necip Sayiner and Luc Seraphin — and ratified KPMG LLP as the company’s auditor while approving the advisory “say-on-pay.”

  • CEO Luc Seraphin said 2025 delivered record annual revenue, earnings, and cash generation, and that the company’s financial position supports continued strategic investment in its product roadmap.

  • Rambus is emphasizing secular growth from AI and data center demand for higher bandwidth, capacity and power efficiency, positioning its advanced memory and interconnect IP for long-term profitable growth and shareholder value.

  • Interested in Rambus, Inc.? Here are five stocks we like better.

Rambus (NASDAQ:RMBS) held its 2026 Annual Meeting of Stockholders on Thursday, with Chairman of the Board Charles “Chuck” Kissner presiding over the virtual session and outlining the company’s director slate and key corporate matters submitted for a vote.

Senior Vice President, General Counsel and Corporate Secretary John Shinn said the meeting was conducted in accordance with the company’s bylaws and Delaware law and covered the proposals described in the proxy statement dated March 6, 2026. Shinn reported that, of 108,159,372 shares outstanding as of the Feb. 25, 2026 record date, holders of at least 99,399,350 shares were present or represented, representing approximately 91.9% of outstanding shares and establishing a quorum.

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Tina Ferris, Vice President and Deputy General Counsel, was appointed Inspector of Election, Shinn said. The polls opened at approximately 9:04 a.m. and closed around 9:09 a.m., after which no additional ballots or vote changes were accepted.

Shinn reviewed three proposals submitted to stockholders:

  • Election of four Class 1 directors (two-year terms expiring at the 2028 annual meeting): Charles Kissner, Meera Rao, Necip Sayiner, and Luc Seraphin.

  • Ratification of KPMG LLP as the company’s independent registered public accounting firm for the fiscal year ending Dec. 31, 2026.

  • Advisory approval of named executive officer compensation as disclosed in the proxy statement, including the Compensation Discussion and Analysis.

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According to Shinn’s preliminary report, all four director nominees were elected with a majority of votes cast and will serve until the 2028 Annual Meeting of Stockholders or until successors are duly elected and qualified. Stockholders also ratified KPMG’s appointment by a majority of shares present in person or by proxy and entitled to vote, and approved the advisory “say-on-pay” proposal by a majority of the shares present in person or by proxy and entitled to vote.



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