Entegris, Inc. (NASDAQ:ENTG) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

ME Staff 8-k
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Entegris, Inc. (NASDAQ:ENTG) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

Item 5.02. Departure of Directors or Certain Officers; Election
of Directors; Appointment of Certain Officers; Compensatory
Arrangements of Certain Officers.

(e) As described in Item 5.07 below, Entegris, Inc. (the Company)
held its 2017 Annual Meeting of Stockholders (the Annual Meeting)
on May 24, 2017. At the Annual Meeting, the Companys stockholders
approved the Second Amended and Restated Entegris Incentive Plan
(the Plan) to increase the maximum total dollar value of any
performance-based cash awards or other cash-based awards that can
be paid to any participant in a single fiscal year from $1,000,000
to $3,000,000. The Plan had previously been approved, subject to
stockholder approval, by the Board of Directors of the Company.
The terms and conditions of the Plan are described in the Companys
Definitive Proxy Statement on Schedule 14A filed with the
Securities and Exchange Commission on April 14, 2017 (the Proxy
Statement), under Proposal 5 – Approval of the Second Amended and
Restated Entegris Incentive Plan. The Company provided the Plan to
stockholders of the Company as Appendix A to the Proxy Statement.
The foregoing description of the Plan does not purport to be
complete and is qualified in its entirety by reference to the full
text of the Plan, which is filed as Exhibit 10.1 to this Current
Report on Form 8-K and incorporated herein by reference.
Item 5.07. Submission of Matters to a Vote of Security Holders.
On May 24, 2017, the Company held its Annual Meeting. As of the
record date for the Annual Meeting, April 7, 2017, 141,704,104
shares of the Company’s Common Stock were issued and outstanding
and entitled to vote on the matters presented at the Annual
Meeting. Holders of 135,041,925 shares of the Company’s Common
Stock, or 95.29% 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 proposals,
which were described in the Proxy Statement, were voted upon and
approved at the Annual Meeting:
1. To elect the following eight persons as directors to serve until
the 2018 Annual Meeting of Stockholders:
NOMINEE
VOTES FOR
VOTES
AGAINST
VOTES
ABSTAINED
BROKER
NON-VOTES
Michael A. Bradley
114,108,142
13,782,248
24,227
7,127,308
R. Nicholas Burns
124,004,620
3,887,560
22,437
7,127,308
Daniel W. Christman
114,059,723
13,831,135
23,759
7,127,308
James F. Gentilcore
127,340,853
550,309
23,455
7,127,308
James P. Lederer
127,311,691
579,454
23,472
7,127,308
Bertrand Loy
124,942,659
2,950,233
21,725
7,127,308
Paul L.H. Olson
124,272,636
3,620,277
21,704
7,127,308
Brian F. Sullivan
114,061,358
13,821,605
21,654
7,127,308
2. To ratify the appointment of KPMG LLP as the Company’s
independent registered public accounting firm for 2017:
VOTES FOR
VOTES AGAINST
VOTES ABSTAINED
117,892,575
17,120,316
29,034
3. To approve, on an advisory basis, the Companys Executive
Compensation:
VOTES FOR
VOTES AGAINST
VOTES ABSTAINED
BROKER NON-VOTES
125,186,655
2,696,523
31,439
7,127,308
4. To approve, on an advisory basis, the preferred frequency of
future stockholder advisory votes on the Company’s Executive
Compensation:
1 YEAR
2 YEARS
3 YEARS
VOTES ABSTAINED
113,806,039
39,705
14,057,942
10,931
In light of the outcome of such vote, the Company has determined to
submit the advisory vote on Executive Compensation to shareholders
on an annual basis until the next required vote on the frequency of
stockholder votes on the Company’s Executive Compensation.
5. To approve the Second Amended and Restated Entegris Incentive
Plan:
VOTES FOR
VOTES AGAINST
VOTES ABSTAINED
BROKER NON-VOTES
114,279,827
13,606,170
28,620
7,127,308
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
Exhibit
No.
Description
10.1
Second Amended and Restated Entegris Incentive Plan


About Entegris, Inc. (NASDAQ:ENTG)

Entegris, Inc. is a developer, manufacturer and supplier of materials and solutions for manufacturing processes in the semiconductor and other high-technology industries. The Company designs, manufactures and markets its products through two segments: Critical Materials Handling and Electronic Materials. In the Critical Materials Handling segment, the Company offers a range of products that purify, monitor and deliver critical liquids and gases to the semiconductor manufacturing process and similar manufacturing processes, as well as microenvironment products. In the Electronic Materials segment, the Company offers a range of materials and materials delivery systems to support the advanced semiconductor manufacturing processes. Its products and materials are used to manufacture semiconductors, micro-electromechanical systems, flat panel displays, light emitting diodes (LEDs), high-purity chemicals and critical components for aerospace, glass manufacturing and biomedical applications.

Entegris, Inc. (NASDAQ:ENTG) Recent Trading Information

Entegris, Inc. (NASDAQ:ENTG) closed its last trading session up +0.10 at 24.35 with 655,149 shares trading hands.