Date of Report (Date of earliest event reported): May 14, 2026
3D SYSTEMS CORPORATION
(Exact name of registrant as specified in its charter)
Delaware
001-34220
95-4431352
(State or other jurisdiction of incorporation or organization)
(Commission File Number)
(I.R.S. Employer Identification No.)
333 Three D Systems Circle
Rock Hill, South Carolina29730
(Address of Principal Executive Offices) (Zip Code)
(803) 326-3900 (Registrant's telephone number, including area code)
N/A
(Former name or former address, if changed since last report.)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading Symbol(s)
Name of each exchange on which registered
Common stock, par value $0.001 per share
DDD
New York Stock Exchange
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o
Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On May 14, 2026, as described below under Item 5.07 of this Current Report on Form 8-K, the stockholders of 3D Systems Corporation (the “Company”) approved an amendment and restatement (the “Amendment and Restatement”) of the Company’s 2015 Incentive Plan (as amended and restated, the “Plan”). The Board of Directors of the Company previously adopted the Amendment and Restatement on March 27, 2026, subject to stockholder approval. The Amendment and Restatement (i) adds 4,000,000 new shares of common stock, par value $0.001 per share (“Common Stock”) to the pool of shares available for awards and (ii) extends the term of the Plan until March 26, 2036.
The material terms of the Plan are described in “Proposal 5: Approval of the Amendment and Restatement of the 2015 Incentive Plan” in the Company’s Definitive Proxy Statement on Schedule 14A filed with the Securities and Exchange Commission on April 8, 2026, which description is incorporated herein by reference.A copy of the Plan is attached hereto as Exhibit 10.1.
Item 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.
On May 14, 2026, the Company’s stockholders approved an amendment to the Company’s Certificate of Incorporation to amend Article FOURTH thereof to increase the number of shares of Common Stock that the Company is authorized to issue by 220,000,000 from 220,000,000 to 440,000,000 (the “Charter Amendment”). The Board of Directors of the Company previously adopted the Charter Amendment on March 27, 2026, subject to stockholder approval.
The foregoing description of the Charter Amendment is qualified in its entirety by reference to the full text of the Charter Amendment, a copy of which is attached as Exhibit 3.1 to this Current Report on Form 8-K and incorporated herein by reference. The Charter Amendment became effective upon filing with the Secretary of State of the State of Delaware on May 14, 2026.
Item 5.07. Submission of Matters to a Vote of Security Holders.
On May 14, 2026, the Company held its Annual Meeting of Stockholders (the “Annual Meeting”). A total of 83,297,926 shares of Common Stock were present in person or represented by proxy at the Annual Meeting, consisting of approximately 57.03% of the 146,057,215 shares entitled to vote. The final votes on the proposals presented at the Annual Meeting are as follows:
Proposal One:
As set forth below, the Company’s stockholders elected the following directors to serve until the next annual meeting and until their successors are elected and qualified:
Votes For
Votes Against
Abstentions
Broker Non-Votes
Nominees for Election to Board of Directors
Malissia R. Clinton
46,456,697
4,986,670
249,169
31,605,390
Claudia N. Drayton
46,562,684
4,865,623
264,229
31,605,390
Thomas W. Erickson
46,998,468
4,218,526
475,542
31,605,390
Dr. Jeffrey A. Graves
47,492,647
3,958,228
241,661
31,605,390
Jim D. Kever
47,195,215
3,967,651
529,670
31,605,390
Charles G. McClure, Jr.
47,247,397
3,946,921
498,218
31,605,390
Kevin S. Moore
46,914,700
4,266,108
511,728
31,605,390
Dr. Vasant Padmanabhan
46,588,720
4,616,508
487,308
31,605,390
Dr. John J. Tracy
47,039,045
4,145,648
507,843
31,605,390
Proposal Two:
As set forth below, the Company’s stockholders approved, on an advisory basis, the compensation paid to the Company’s named executive officers in 2025:
Votes For
Votes Against
Abstentions
Broker Non-Votes
46,435,696
4,550,641
706,199
31,605,390
Proposal Three:
As set forth below, the Company’s stockholders ratified the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2026:
Votes For
Votes Against
Abstentions
Broker Non-Votes
80,935,550
1,984,069
378,307
—
Proposal Four:
As set forth below, the Company’s stockholders approved the Charter Amendment, which increases the total number of authorized shares of Common Stock from 220,000,000 to 440,000,000 shares:
Votes For
Votes Against
Abstentions
Broker Non-Votes
65,551,185
17,366,747
379,994
—
Proposal Five:
As set forth below, the Company’s stockholders approved the Amendment and Restatement of the Plan, which, among other things, increases the number of shares for issuance thereunder by 4,000,000 shares and extends the term of the Plan until March 26, 2036:
Cover Page Interactive Data File (embedded within the Inline XBRL document).
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.