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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): January 31, 2023

Azenta, Inc.

(Exact name of registrant as specified in its charter)

Delaware

    

0-25434

    

04-3040660

(State or Other Jurisdiction
of Incorporation)

 

(Commission File
Number)

 

(IRS Employer
Identification No.)

200 Summit Drive, 6th Floor, Burlington, Massachusetts 01803

(Address of principal executive offices and Zip Code)

(978) 262-2400

(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:

    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, $0.01 par value

AZTA

The Nasdaq Stock Market LLC

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 a Vote of Security Holders

The Annual Meeting of the stockholders of Azenta, Inc. (the “Company”) was held on January 31, 2023. The stockholders elected each of the Company’s nominees for director; approved, by a non-binding advisory vote, the overall compensation of the Company’s named executive officers; and ratified the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered accounting firm for the 2023 fiscal year. The proposals below are described in detail in the Company’s definitive proxy statement dated December 21, 2022. The results are as follows:

1.Election of Directors

Nominees

For

Withhold​ ​

Broker Non-Votes

Frank E. Casal

60,144,829

277,635

3,025,721

Robyn C. Davis

60,140,322

282,142

3,025,721

Joseph R. Martin

57,653,542

2,768,922

3,025,721

Erica J. McLaughlin

60,155,403

267,061

3,025,721

Tina S. Nova

59,903,268

519,196

3,025,721

Krishna G. Palepu

56,968,531

3,453,933

3,025,721

Dorothy E. Puhy

60,236,313

186,151

3,025,721

Michael Rosenblatt

59,903,593

518,871

3,025,721

Stephen S. Schwartz

59,563,513

858,951

3,025,721

Ellen M. Zane

56,391,538

4,030,926

3,025,721

2.Approval, by a non-binding advisory vote, of the overall compensation of the Company’s named executive officers

For

Against

Abstain

Broker Non-Votes

59,630,140

756,469

35,855

3,025,721

3.Ratification of the selection of PricewaterhouseCoopers LLP as the independent registered accounting firm for the 2023 fiscal year

For

Against

Abstain

63,403,323

19,683

25,179

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.

AZENTA, INC.

/s/ Jason W. Joseph

Date: February 2, 2023

Name: Jason W. Joseph

Title: Senior Vice President, General Counsel and Secretary