Item 5.07. Submission of Matters to a Vote of Security Holders.

(a)Penumbra, Inc. ("Penumbra" or the "Company") held its Annual Meeting of Stockholders on June 3, 2020 (the "Annual Meeting"). Proxies for the Annual Meeting were solicited pursuant to Regulation 14A of the Securities Exchange Act of 1934, as amended. At the close of business on April 15, 2020, the record date for the Annual Meeting, there were 35,072,846 shares of the Company's common stock, par value $0.001 per share, outstanding and entitled to vote, and 30,608,261 of such shares were voted in person or by proxy at the Annual Meeting on the proposals described below.

(b)At the Annual Meeting, Penumbra's stockholders voted on the following three proposals, each of which is described in more detail in the Company's


  Definitive Proxy Statement on Schedule 14A   filed with the Securities and
Exchange Commission on April 23, 2020. The number of votes cast with respect to
each proposal was as indicated below:
1)   Election of Class II Directors. The following nominees were elected to serve as
     Class II directors until the Company's 2023 annual meeting of stockholders and
     until their respective successors are duly elected and qualified, or, if sooner,
     until the director's death, resignation or removal, based on the following
     results of voting:



Nominee                  Votes For       Votes Withheld        Broker Non-Votes
Arani Bose, M.D.         21,041,229         4,915,693             4,651,339
Bridget O'Rourke         21,135,087         4,821,835             4,651,339
Surbhi Sarna             25,856,763          100,159              4,651,339



2)   Ratification of Selection of Independent Registered Public Accounting Firm. The
     selection of Deloitte & Touche LLP as the independent registered public
     accounting firm for Penumbra for the fiscal year ending December 31, 2020 was
     ratified based on the following results of voting:



 Votes For        Votes Against       Abstentions        Broker Non-Votes
 30,312,871          285,905             9,485                 N/A



3)   Approval, on an Advisory Basis, of the Compensation of the Company's Named
     Executive Officers. The compensation of the Company's named executive officers
     was approved, on an advisory basis, based on the following results of voting:



 Votes For        Votes Against       Abstentions        Broker Non-Votes
 25,501,739          431,203             23,980             4,651,339







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