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2019-11-07
2019-11-07
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934
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Date of Report (Date of earliest event reported): | November 7, 2019 |
MAXIM INTEGRATED PRODUCTS, INC.
(Exact name of Registrant as Specified in its Charter)
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Delaware | | 1-34192 | | 94-2896096 |
(State or Other Jurisdiction of Incorporation or Organization) | | (Commission file number) | | (I.R.S. Employer Identification No.) |
160 Rio Robles
San Jose, California 95134
(Address of Principal Executive Offices including Zip Code)
(408) 601-1000
(Registrant's Telephone Number, Including Area Code)
Not Applicable
(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:
☐ 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))
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. ☐
Securities registered pursuant to Section 12(b) of the Act:
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Title of each class | Trading Symbol | Name of each exchange on which registered |
Common stock, $0.001 par value | MXIM | The NASDAQ Global Select Market |
Item 5.07 Submission of Matters to a Vote of Security Holders.
On November 7, 2019, Maxim Integrated Products, Inc., a Delaware corporation (“Maxim” or the “Company”) held its 2019 annual meeting of stockholders (the “Annual Meeting”). Of the 271,095,862 shares of our common stock outstanding as the record date of September 13, 2019, 250,713,103 shares were represented at the Annual Meeting, either in person or by proxy, constituting approximately 92% of the outstanding shares of common stock. At the Annual Meeting, the stockholders of the Company (a) elected each of the nine (9) director nominees proposed by the board of directors of the Company and (b) approved and ratified proposal nos. 2 and 3 as submitted for a stockholder vote at the Annual Meeting and described below.
With respect to each such matter, set forth below are, to the extent applicable, the number of votes cast for or against, the number of abstentions, and the number of broker non-votes:
Proposal No. 1 - Election of Directors.
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Director Nominee Name | Votes For | Votes Against | Abstain | Broker Non-Votes |
William P. Sullivan | 231,890,166 | 1,843,266 | 336,452 | 16,643,219 |
Tunç Doluca | 232,809,076 | 1,145,455 | 115,353 | 16,643,219 |
Tracy C. Accardi | 228,183,046 | 5,575,841 | 310,997 | 16,643,219 |
James R. Bergman | 222,800,659 | 11,151,064 | 118,161 | 16,643,219 |
Joseph R. Bronson | 230,409,891 | 3,534,402 | 125,591 | 16,643,219 |
Robert E. Grady | 226,597,213 | 7,347,980 | 124,691 | 16,643,219 |
Mercedes Johnson | 233,264,997 | 491,838 | 313,049 | 16,643,219 |
William D. Watkins | 231,605,152 | 2,345,932 | 118,800 | 16,643,219 |
MaryAnn Wright | 232,756,850 | 1,018,343 | 294,691 | 16,643,219 |
Proposal No. 2 - Ratification of the appointment of PricewaterhouseCoopers LLP as Maxim’s Independent Registered Public Accounting Firm for the fiscal year ending June 27, 2020.
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Votes For | Votes Against | Abstain | Broker Non-Votes |
249,966,574 | 273,014 | 473,515 | n/a |
Proposal No. 3 - Non-binding advisory vote to approve the compensation of Maxim’s Named Executive Officers.
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Votes For | Votes Against | Abstain | Broker Non-Votes |
221,604,090 | 12,348,213 | 117,581 | 16,643,219 |
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 thereunto duly authorized.
Date: November 12, 2019 |
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| MAXIM INTEGRATED PRODUCTS, INC. |
| By: /s/ Mark Casper |
| Mark Casper Vice President and General Counsel |