TTM TECHNOLOGIES INC (TTMI)

Sector: Information Technology

    Home/Companies/TTMI/Annual Meeting

2026 Annual Meeting Analysis

TTM TECHNOLOGIES INC · Meeting: May 7, 2026

Policy v1.2high confidenceView Filing ↗
For informational purposes only. This AI-generated analysis applies a published voting policy to publicly available proxy filings. It does not constitute investment advice, proxy voting advice, or a solicitation of any kind. AI analysis may be incomplete or inaccurate — always review the actual filing and make your own independent decision.

Directors FOR

3

Directors AGAINST

0

Say on Pay

FOR

Auditor

FOR

Director Elections

Election of Class II Directors: Julie S. England, Philip G. Franklin, and Dr. Edwin Roks

3 FOR
✓ FOR
Julie S. England

Ms. England has served since October 2016, brings extensive technology industry experience (Texas Instruments, RFID, semiconductor), passes all independence and attendance checks, and TTM's 3-year price return of +634.7% far exceeds the ^IXIC (Nasdaq Composite) benchmark return of +82.5% by +552.2 percentage points, well above the 65-point threshold needed to trigger a vote against — so the TSR test does not fire.

✓ FOR
Philip G. Franklin

Mr. Franklin has served since November 2010, is designated an audit committee financial expert with deep CFO-level finance experience at Littelfuse, passes all independence and attendance checks, and TTM's outstanding 3-year TSR versus the ^IXIC (Nasdaq Composite) benchmark (+552.2pp gap vs. 65pp trigger threshold) means the TSR underperformance test does not apply.

✓ FOR
Edwin Roks

Dr. Roks joined the board on September 2, 2025 (less than 24 months ago), which exempts him from the TSR underperformance trigger under policy; he brings relevant CEO-level technology industry experience from Teledyne Technologies and his qualifications are clearly appropriate for the role.

All three Class II director nominees pass policy screens: TTM's 3-year price return of +634.7% towers above the ^IXIC (Nasdaq Composite) benchmark return of +82.5% by +552.2 percentage points, far exceeding the 65-point threshold required to trigger a vote against long-tenured directors; Dr. Roks is exempt as a new director with less than 24 months of tenure; no overboarding, attendance, independence, or qualification concerns are present for any nominee.

Say on Pay

✓ FOR

CEO

Edwin Roks

Total Comp

$5,120,777

Prior Support

98.21%%

CEO Edwin Roks received total compensation of approximately $5.1 million for a partial year (joining September 2, 2025), which appears reasonable and within benchmark range for a large-cap technology company CEO given the prorated nature of his tenure; the prior year Say on Pay vote received overwhelming 98.21% support, signaling strong shareholder alignment with the compensation program. The pay structure is heavily performance-based — a majority of compensation comes from performance stock awards (PRUs) tied to multi-year revenue, adjusted EBITDA, and relative total shareholder return metrics, and annual bonuses with measurable financial goals — satisfying the policy's pay mix requirements; with TTM's 3-year total shareholder return of +634.7% dramatically outpacing the ^IXIC (Nasdaq Composite) benchmark return of +82.5%, the incentive pay is clearly aligned with the exceptional shareholder experience. The company also maintains a robust clawback policy, double-trigger change-in-control provisions, and prohibits hedging and pledging, all of which are positive governance features.

Auditor Ratification

✓ FOR

Auditor

KPMG LLP

Tenure

N/A

Audit Fees

$3,105,673

Non-Audit Fees

$427,257

Non-audit fees (tax fees of $427,257) represent approximately 13.8% of total audit-related fees ($3,105,673), well below the 50% threshold that would raise independence concerns; KPMG is a Big 4 firm appropriate for a company of TTM's size and complexity; auditor tenure is not disclosed in the filing so the tenure trigger cannot fire per policy; no material restatements are noted.

Overall Assessment

TTM Technologies' 2026 annual meeting ballot is straightforward and shareholder-friendly: all three Class II director nominees pass policy screens given TTM's extraordinary 3-year total shareholder return of +634.7% versus the ^IXIC (Nasdaq Composite) benchmark's +82.5%, KPMG's audit fees pass the independence ratio test comfortably, and the Say on Pay program earned 98.21% support last year and reflects a genuinely performance-linked pay structure backed by strong stock performance. No proposals raise material governance concerns requiring a vote against management.

Filing date: March 19, 2026·Policy v1.2·high confidence

Compensation Peer Group

1 companies disclosed in 2026 proxy filing

^IXIC__INDEX_BENCHMARK__:Nasdaq Composite Index