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