Cypress Semiconductor Corporation (NASDAQ:CY) Files An 8-K Submission of Matters to a Vote of Security Holders

ME Staff 8-k
-
0

Cypress Semiconductor Corporation (NASDAQ:CY) Files An 8-K Submission of Matters to a Vote of Security Holders
Item 5.07 Submission of Matters to a Vote of Security Holders.

Cypress Semiconductor Corporation (the “Company” or “we”) held its 2018 Annual Meeting of Stockholders (the “Annual Meeting”) on May 11, 2018. On March 14, 2018, the record date for determining stockholders entitled to vote at the Annual Meeting (the “Record Date”), 358,092,263 shares of the Company’s common stock were outstanding, each of which entitled the holder to one vote on each matter brought before the Annual Meeting. A total of 336,127,225 shares of common stock were represented in person or by proxy at the Annual Meeting, representing 93.86 percent of our outstanding shares of common stock on the Record Date. At the Annual Meeting, stockholders:

Elected each of W. Steve Albrecht, Hassane El-Khoury, Oh Chul Kwon, Catherine P. Lego, Camillo Martino, J. Daniel McCranie, Jeffery J. Owens, Jeannine Sargent, and Michael S. Wishart to our Board of Directors (the “Board”), to serve for the ensuing year and until his or her successor is duly elected and qualified, or until his or her earlier death, resignation or removal;

Ratified the Board’s selection of PricewaterhouseCoopers LLP as our independent registered public accounting firm for fiscal year 2018;

Approved, on an advisory basis, the compensation of our named executive officers; and

Approved an amendment and restatement of our Employee Stock Purchase Plan to increase the number of shares available for issuance under the plan.

The numbers of votes cast for or against, as well as the numbers of abstentions and broker non-votes with respect to each matter brought before the Annual Meeting are set forth below.

1. Election of Directors:

For

Against

Abstain

Broker Non-Votes

W. Steve Albrecht

259,067,450

7,590,531

69,469,244

Hassane El-Khoury

265,910,737

747,244

69,469,244

Oh Chul Kwon

262,003,485

4,654,496

69,469,244

Catherine P. Lego

265,938,373

719,608

69,469,244

Camillo Martino

265,620,618

1,037,363

69,469,244

J. Daniel McCranie

174,186,363

92,438,919

32,699

69,469,244

Jeffery J. Owens

265,964,418

693,563

69,469,244

Jeannine Sargent

265,947,758

710,223

69,469,244

Michael S. Wishart

255,548,971

11,109,010

69,469,244

2. The vote on the ratification of the Board's selection of PricewaterhouseCoopers LLP as our independent registered public accounting firm for fiscal year 2018 was:

For

Against

Abstain

Broker Non-Votes

324,824,423

10,937,800

365,002

3. The annual advisory vote to approve the compensation of our named executive officers was:

For

Against

Abstain

Broker Non-Votes

253,251,419

12,569,968

836,594

69,469,244

4. The vote on amendment and restatement of our Employee Stock Purchase Plan to increase the number of shares available for issuance under the plan was:

For

Against

Abstain

Broker Non-Votes

263,531,268

2,435,628

691,085

69,469,244


About Cypress Semiconductor Corporation (NASDAQ:CY)

Cypress Semiconductor Corporation delivers solutions from automotive, industrial and networking platforms to interactive consumer and mobile devices. The Company’s segments include Programmable Systems Division, Memory Products Division, Data Communications Division and Emerging Technologies Division. The Programmable Solutions Division designs and develops solutions for end-product manufacturers. The Memory Products Division designs and manufactures portfolio of high-performance memories for embedded systems. The Data Communications Division focuses on solutions for industrial, handset and consumer applications. The Emerging Technologies Division consists of its subsidiaries, AgigA Tech, Inc. and Deca Technologies, Inc. Its product portfolio includes NOR flash memories, Traveo microcontrollers, programmable system-on-chip solutions, CapSense capacitive touch-sensing controllers, and Wireless Bluetooth Low-Energy and universal serial bus (USB) connectivity solutions.