false 0000859163 AVX Corp 0000859163 2019-07-24 2019-07-24

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

 

PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 

Date of Report (date of earliest event reported): July 24, 2019

 

 

(Exact Name of Registrant as Specified in its Charter)

 

Delaware

1-7201

33-0379007

(State or other jurisdiction of

incorporation or organization)

(Commission File Number)

(I.R.S. Employer Identification Number)

     

1 AVX Boulevard

   

Fountain Inn, South Carolina

 

29644

(Address of principal executive offices)

 

(Zip Code)

     

(864) 967-2150

(Registrant's telephone number, including area code)

 

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:

 

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, $.01 par value per share

AVX

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.

 

 

 

 

Item 5.07.      Submission of Matters to Vote of Security Holders

 

On July 24, 2019, AVX Corporation (the “Company”) held its Annual Meeting of Shareholders in New York, New York.

 

The shareholders elected all of the Company’s nominees for director, ratified the appointment of PricewaterhouseCoopers, LLP as the Company’s independent registered public accounting firm for the fiscal year ended March 31, 2020, and approved the Management Incentive Plan.

 

The results of the votes of shareholders on each matter presented at the annual meeting are as follows:

 

 

1.

Election of Directors

 

Election of the following persons, each to serve as a Class I Director for a term expiring at the annual meeting of shareholders in 2022:

 

 

 

 

 

 

 

 

 

Number of Votes

 

 

For

 

Withheld

 

Broker

Non-Votes

David DeCenzo

 

155,543,309

 

8,027,447

 

2,446,402

Koichi Kano

 

136,719,405

 

26,851,351

 

2,446,402

Hideo Tanimoto

 

136,718,577

 

26,852,179

 

2,446,402

 

 

2.

Ratification of the appointment of PricewaterhouseCoopers, LLP as the Company’s independent registered public accounting firm for the fiscal year ending March 31, 2020:

 

Number of Votes

For

 

Against

 

Abstain

 

Broker

Non-Votes

165,298,121

 

699,696

 

19,341

 

-

 

 

 

3.

Approval of the AVX Corporation Management Incentive Plan:

 

Number of Votes

For

 

Against

 

Abstain

 

Broker

Non-Votes

143,616,986

 

19,886,957

 

66,813

 

2,446,402

 

 

 

 

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.

 

 

Date: July 25, 2019

 

AVX CORPORATION

 

 

  By:

/s/ Michael Hufnagel

   

  Name:

Michael Hufnagel

  Title:

Senior Vice President,

 

Chief Financial Officer

 

and Treasurer