8-K

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM 8-K

 

 

CURRENT REPORT

PURSUANT TO SECTIONS 13 OR 15(d)

OF THE SECURITIES EXCHANGE ACT OF 1934

Date of report (Date of earliest event reported) May 17, 2016

 

 

ENTEGRIS, INC.

(Exact name of registrant as Specified in Charter)

 

 

Delaware

(State or Other Jurisdiction of Incorporation)

 

001-32598   41-1941551
(Commission File Number)   (I.R.S. Employer Identification No.)
129 Concord Road, Billerica, MA   01821
(Address of principal executive offices)   (Zip Code)

(978) 436-6500

(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))

 

 

 


Item 5.07. Submission of Matters to a Vote of Security Holders.

Entegris, Inc. held its 2016 Annual Meeting of Stockholders on May 17, 2016 (the “Annual Meeting”). As of the record date for the Annual Meeting, April 1, 2016, 140,829,976 shares of the Registrant’s Common Stock were issued and outstanding and entitled to vote on the matters presented at the Annual Meeting. Holders of 135,416,368 shares of our Common Stock, or 96.15% of the outstanding shares entitled to be cast at the Annual Meeting, which constituted a quorum, were represented at the Annual Meeting in person or by proxy. The following are the voting results on proposals considered and voted upon at the Annual Meeting, all of which were described in Entegris’ 2016 Proxy Statement, filed with the Commission on April 15, 2016.

 

1. Votes regarding the persons elected to serve as directors for a term expiring in 2017 were as follows:

 

NOMINEE

   VOTES FOR    VOTES
AGAINST
   VOTES
ABSTAINED
   BROKER
NON-VOTES

Michael A. Bradley

   125,842,820    461,126    24,171    9,088,251

Marvin D. Burkett

   125,769,152    528,526    30,439    9,088,251

R. Nicholas Burns

   125,773,740    526,354    28,023    9,088,251

Daniel W. Christman

   124,947,223    1,354,504    26,390    9,088,251

James F. Gentilcore

   125,767,588    535,075    25,454    9,088,251

James P. Lederer

   125,786,868    509,792    31,457    9,088,251

Bertrand Loy

   125,880,281    430,921    16,915    9,088,251

Paul L.H. Olson

   125,874,444    428,452    25,221    9,088,251

Brian F. Sullivan

   125,790,212    513,414    24,491    9,088,251

 

2. The appointment of KPMG LLP as our independent registered public accounting firm for 2016 was ratified. The voting results were as follows:

 

VOTES FOR

 

VOTES

AGAINST

 

VOTES

ABSTAINED

130,572,559

  4,794,384   49,425

 

3. Advisory vote on Executive Compensation. The voting results were as follows:

 

VOTES FOR

 

VOTES

AGAINST

 

VOTES

ABSTAINED

 

BROKER

NON-VOTES

124,958,589

  1,259,720   109,808   9,088,251

 

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4. Approval of amendment to the Entegris, Inc. Employee Stock Purchase Plan to Increase the Share Reserve by 2,000,000 shares. The voting results were as follows:

 

VOTES FOR

 

VOTES

AGAINST

 

VOTES

ABSTAINED

 

BROKER NON-

VOTES

124,907,121

  1,315,440   105,556   9,088,251

 

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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.

 

      ENTEGRIS, INC.
Dated: May 18, 2016     By  

/s/ Peter W. Walcott.

      Peter W. Walcott,
      Senior Vice President

 

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