AMKOR TECHNOLOGY INC (AMKR)
Sector: Information Technology
2026 Annual Meeting Analysis
AMKOR TECHNOLOGY INC · Meeting: May 13, 2026
Directors FOR
11
Directors AGAINST
0
Say on Pay
FOR
Auditor
FOR
Director Elections
Election of Directors
Ms. Kim has served as Chairman since 2015 and brings semiconductor industry experience and international business knowledge; the stock's 3-year return of +114.8% outperforms the XLK ETF benchmark by +20.6 percentage points, well below the 65-point threshold that would trigger a no vote, and no other disqualifying factors are present.
Mr. Engel became CEO and a director effective January 1, 2026, meaning he joined the board fewer than 24 months ago and is exempt from the TSR underperformance trigger under policy; his deep operational expertise in semiconductor manufacturing over 20+ years at Amkor is directly relevant.
Mr. Alexander has served since 2018 with relevant technology, finance, and governance experience; AMKR's 3-year TSR of +114.8% outperforms XLK by only +20.6 percentage points, far below the 65-point trigger threshold, and no other disqualifying concerns are present.
Mr. Carolin has served since 2006 and brings deep semiconductor industry experience as a former CEO of a semiconductor equipment company; no TSR trigger applies given strong stock performance, and he serves as a financial expert on the Audit Committee.
Mr. Churchill has served since 1998 and brings extensive finance, private equity, and governance expertise; the TSR trigger does not fire given AMKR's strong 3-year outperformance relative to XLK, and no overboarding or other disqualifying issues are identified.
Mr. Liao has served since 2019 and brings direct semiconductor industry expertise through his senior roles at Lam Research; no TSR trigger applies and no other disqualifying factors are present.
Ms. McCourt has served since 2018 and brings strong financial expertise as a former CFO of major universities, qualifying her as a financial expert on the Audit Committee; no TSR trigger applies and no other disqualifying factors are present.
Mr. Morse has served since 2013 and brings extensive investment banking, international business, and finance experience; no TSR trigger applies and no overboarding or other disqualifying concerns are identified.
Mr. Rutten served as CEO through December 31, 2025 and joins the board as a non-executive director; the 3-year TSR of +114.8% (absolute positive return well above 20%) versus XLK is only +20.6 percentage points, far below the 65-point threshold required to trigger a no vote for the strong-positive TSR band, and no other disqualifying factors apply.
Mr. Tily has served since 2019 as Lead Independent Director and brings deep corporate governance and legal expertise from his prior service as Amkor's Chief Administrative Officer and General Counsel; no TSR trigger applies and no other disqualifying factors are present.
Mr. Watson has served since 2014 and brings relevant technology and executive management expertise from his long career at Comcast; no TSR trigger applies and no other disqualifying factors are present.
All 11 director nominees receive a FOR vote. AMKR's 3-year price return of +114.8% places it in the strong-positive TSR band versus the XLK ETF benchmark, and the gap of +20.6 percentage points in AMKR's favor falls well short of the 65-point underperformance threshold required to trigger against votes. No directors are overboarded, all directors attended at least 75% of meetings, audit committee members possess financial expertise, and no problematic independence or familial relationship concerns are identified.
Say on Pay
✓ FORCEO
Kevin K. Engel
Total Comp
$3,570,416
Prior Support
81%%
The reported compensation for Kevin Engel — who served as Chief Operating Officer during fiscal 2025 before becoming CEO on January 1, 2026 — was approximately $3.57 million, which is reasonable for a senior executive at a $13 billion technology company in a COO role transitioning to CEO. The pay program is structured with a meaningful portion of compensation in variable, performance-based equity (a mix of time-vested stock awards and performance stock awards tied to EPS and relative stock performance versus semiconductor sector peers) and annual cash bonuses tied to operating income targets, satisfying the policy requirement that at least 50-60% of senior executive pay be at risk. The prior year Say on Pay vote achieved 81% support, above the 70% threshold that would require a response, the company has a formal clawback policy that covers incentive compensation and performance-based equity awards, and AMKR's stock returned +247.5% over one year and +114.8% over three years, demonstrating strong alignment between pay outcomes and shareholder returns.
Auditor Ratification
✓ FORAuditor
PricewaterhouseCoopers LLP
Tenure
N/A
Audit Fees
$4,741,000
Non-Audit Fees
$310,000
Non-audit fees (tax fees of $308,000 plus other fees of $2,000, totaling $310,000) represent approximately 6.5% of audit fees of $4,741,000, which is well below the 50% threshold that would raise independence concerns. PwC is a Big 4 firm appropriate for a company of Amkor's size and complexity. Auditor tenure is not disclosed in the filing, so the tenure trigger cannot fire under policy. No material financial restatements are noted.
Overall Assessment
The 2026 Amkor Technology annual meeting presents three standard proposals: election of 11 directors, ratification of PricewaterhouseCoopers as auditor, and an advisory vote on executive compensation. All proposals receive a FOR vote determination — the director slate is well-qualified and AMKR's strong 3-year TSR eliminates any performance-based concerns, auditor fees are well within independence norms, and the executive compensation program is structured with meaningful performance linkage and received strong prior-year shareholder support of 81%.