BROOKS AUTOMATION, INC. (NASDAQ:BRKS) Files An 8-K Results of Operations and Financial Condition

ME Staff 8-k
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BROOKS AUTOMATION, INC. (NASDAQ:BRKS) Files An 8-K Results of Operations and Financial Condition
Item 2.02 Results of Operations and Financial Condition

On February 1, 2018, Brooks Automation, Inc. (“Brooks” or the “Company”) announced via press release its financial results for the fiscal quarter ended December 31, 2017.A copy of the press release is attached hereto as Exhibit 99.1.

Limitation on Incorporation by Reference. The information in this Item 2.02 and in Item 2.02 of this Current Report, including the exhibits attached hereto, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such a filing.

Cautionary Note Regarding Forward-Looking Statements. Except for historical information contained in this press release attached as an exhibit hereto, the press release contains forward-looking statements which involve certain risks and uncertainties that could cause actual results to differ materially from those expressed or implied by these statements. Please refer to the cautionary note in the press release regarding these forward-looking statements.

Item 2.02 Submission of Matters to a Vote of Security Holders

The Annual Meeting of the stockholders of Brooks Automation, Inc. (the “Company”) was held on January 31, 2018. 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; recommended, on an advisory basis, the frequency of holding an advisory vote on executive compensation; and, ratified the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered accounting firm for the 2018 fiscal year. The proposals below are described in detail in the Company’s definitive proxy statement dated December13, 2017. The results are as follows:

1.Election of Directors

For

Withhold

Broker Non-Votes

A. Clinton Allen

 58,581,000 1,724,027 5,203,470

Robyn C. Davis

 60,089,915 215,112 5,203,470

Joseph R. Martin

 59,636,477 668,550 5,203,470

John K. McGillicuddy

 59,152,411 1,152,616 5,203,470

Krishna G. Palepu

 59,594,290 710,737 5,203,470

Kirk P. Pond

 60,080,860 224,167 5,203,470

Stephen S. Schwartz

 59,864,485 440,542 5,203,470

Alfred Woollacott, III

 59,868,771 436,256 5,203,470

Mark S. Wrighton

 59,865,044 439,983 5,203,470

Ellen M. Zane

 59,974,071 330,956 5,203,470

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

59,709,686

472,607

122,734

5,203,470

3.Recommendation, on an advisory basis, the frequency of holding an advisory vote on executive compensation

—

1-Year

2-Year

3-Year

Abstain

Broker Non-Votes

44,580,737

44,469

14,511,278

1,168,543

5,203,470

4.Ratification of the selection of PricewaterhouseCoopers LLP as the independent registered accounting firm for the

2018 fiscal year

For

Against

Abstain

Broker Non-Votes

65,192,391

287,304

28,802

—

The results of the shareholder vote with respect to the frequency of the advisory vote on executive compensation were consistent with the recommendation of the Company’s Board of Directors that such vote be held every year.Accordingly, the Company will hold an annual advisory say-on-pay vote until the next required vote on the frequency of shareholder votes on the compensation of executives.

Item 2.02Financial Statements and Exhibits

(d) Exhibits

99.1 Press release issued on February 1, 2018 by Brooks Automation, Inc.


BROOKS AUTOMATION INC Exhibit
EX-99.1 2 brks-20180201ex9911ea589.htm EX-99.1 Ex99_1_Current_Folio_Q1s Exhibit 99.1   Brooks Automation Reports Results of Fiscal First Quarter of 2018,…
To view the full exhibit click here

About BROOKS AUTOMATION, INC. (NASDAQ:BRKS)

Brooks Automation, Inc. is a provider of automation and cryogenic solutions for various applications and markets. The Company operates through two segments: Brooks Semiconductor Solutions Group and Brooks Life Science Systems. The Brooks Semiconductor Solutions Group segment offers critical automated transport, vacuum and contamination controls solutions and services. Its product offerings include robots and integrated automation systems for handling of substrates. It is also a provider of cryogenic components to create vacuum and thermal stability within critical operating environments in the manufacturing process. It also offers equipment for automated contamination control, conditioning and metrology solutions for wafer and reticle carriers. The Brooks Life Science Systems segment offers sample life cycle management solutions that provide life science and bioscience customers with a range of sample management solutions for scientific research and support drug development.