AEVA TECHNOLOGIES INC (AEVA)
Sector: Information Technology
2026 Annual Meeting Analysis
AEVA TECHNOLOGIES INC · Meeting: June 18, 2026
Directors FOR
2
Directors AGAINST
0
Say on Pay
FOR
Auditor
FOR
Director Elections
Elect Class II Directors
Simonian has served since March 2021 and brings deep venture capital and technology investing experience; AEVA's 3-year price return of +218.7% outpaces the XLK technology ETF's +115.3% by +103.4 percentage points, well above the 65pp threshold required to trigger an against vote under the strong-positive TSR tier, so no TSR-based concern applies, and no overboarding, attendance, independence, or qualifications issues are identified.
Zadesky has served since November 2022 and brings relevant transportation and technology expertise from his senior Apple and Ford Motor Company experience; AEVA's 3-year price return of +218.7% outpaces XLK by +103.4pp, comfortably below the 65pp against-vote threshold under the strong-positive TSR tier, and no overboarding, attendance, independence, or qualifications concerns are identified.
Both Class II nominees — Hrach Simonian and Stephen Zadesky — pass all policy screens. AEVA's strong 3-year stock performance significantly outpaces the XLK technology ETF benchmark, no TSR trigger fires for either director, both are classified as independent, all directors met the 75% meeting attendance threshold in 2025, and neither director is overboarded.
Say on Pay
✓ FORCEO
Soroush Salehian Dardashti
Total Comp
$8,792,350
Prior Support
N/A
The CEO's total reported compensation of $8,792,350 for 2025 is within a reasonable range for a technology company CEO at AEVA's approximately $928 million market cap, and the pay structure is heavily weighted toward variable compensation — the CEO's stock awards ($7,180,000) and cash bonus ($1,000,000) together represent roughly 93% of total pay, far exceeding the 50-60% variable pay threshold the policy requires. The company has meaningful performance conditions tied to equity awards, including both operational milestone-linked performance stock awards and time-based restricted stock units, and the stock has delivered +218.7% over three years versus XLK's +115.3%, demonstrating that incentive pay is aligned with strong shareholder outcomes. The company also discloses a clawback policy compliant with SEC and Nasdaq rules, and no prior Say on Pay vote result is available in the filing to flag a response concern.
Auditor Ratification
✓ FORAuditor
Deloitte & Touche LLP
Tenure
6 yrs
Audit Fees
$2,183,609
Non-Audit Fees
$0
Deloitte has served as AEVA's auditor since 2020 — approximately 6 years — well below the 25-year tenure threshold that would raise independence concerns; non-audit fees are zero, so the non-audit fee ratio is 0%, far below the 50% limit; Deloitte is a Big 4 firm appropriate for a company of AEVA's size; and no material financial restatements are disclosed.
Overall Assessment
The 2026 AEVA annual meeting presents two straightforward proposals: a director election for two Class II nominees and auditor ratification, both of which pass all policy screens cleanly. No Say on Pay proposal appears on the ballot this year, and there are no stockholder proposals; the company's strong 3-year stock performance, clean auditor fee structure, and variable-pay-heavy executive compensation program present no material governance concerns.