MAXIM INTEGRATED PRODUCTS, INC. (MXIM) Files An 8-K Submission of Matters to a Vote of Security Holders

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MAXIM INTEGRATED PRODUCTS, INC. (MXIM) 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.

On November 9, 2016, Maxim Integrated Products, Inc., a Delaware
corporation (Maxim or the Company) held its 2016 annual meeting
of stockholders (the Annual Meeting). Of the 283,643,397 shares
of our common stock outstanding as the record date of September
16, 2016, 258,961,411 shares were represented at the Annual
Meeting, either in person or by proxy, constituting approximately
91% of the outstanding shares of common stock. At the Annual
Meeting, the stockholders of the Company (a) elected each of the
eight (8) director nominees proposed by the board of directors of
the Company; and (b) approved and ratified proposal nos. 2, 3, 4,
5, and 6 submitted for a stockholder vote at the Annual Meeting
and described below.
With respect to each such matter, set forth below are, to the
extent applicable, the number of votes cast for or against, the
number of votes withheld, the number of abstentions and the
number of broker non-votes:
Proposal No. 1 – Election of Directors.
Director Nominee Name
Votes For
Votes Withheld
Broker Non-Votes
William P. Sullivan
233,925,553
278,174
24,757,684
Tun Doluca
233,485,168
718,559
24,757,684
Tracy C. Accardi
233,912,695
291,032
24,757,684
James R. Bergman
209,252,852
24,950,875
24,757,684
Joseph R. Bronson
229,617,402
4,586,325
24,757,684
Robert E. Grady
232,693,957
1,509,770
24,757,684
William D. Watkins
231,206,912
2,996,815
24,757,684
MaryAnn Wright
233,920,418
283,309
24,757,684
Proposal No. 2 – Ratification of the appointment of Deloitte
Touche LLP as Maxims Independent Registered Public Accounting
Firm for the fiscal year ending June 24, 2017.
Votes For
Votes Against
Abstain
Broker Non-Votes
252,129,758
6,726,166
105,487
n/a
Proposal No. 3 – Ratification and approval of an amendment to
Maxims 2008 Employee Stock Purchase Plan to increase the number
of shares available for issuance thereunder by 1,500,000 shares.
Votes For
Votes Against
Abstain
Broker Non-Votes
230,678,407
2,404,777
1,120,543
24,757,684
Proposal No. 4 – Ratification and approval of an amendment to
Maxims 1996 Stock Incentive Plan to provide a maximum annual
limit on non-employee director compensation for cash and equity.
Votes For
Votes Against
Abstain
Broker Non-Votes
215,474,306
18,482,617
246,804
24,757,684
Proposal No. 5 – Ratification and approval of an amendment to
Maxims bylaws to designate Delaware as the exclusive forum for
the adjudication of certain legal disputes.
Votes For
Votes Against
Abstain
Broker Non-Votes
150,248,358
83,276,498
678,871
24,757,684
Proposal No. 6 – Non-binding advisory vote to approve the
compensation of Maxims Named Executive Officers.
Votes For
Votes Against
Abstain
Broker Non-Votes
217,499,290
16,369,995
334,442
24,757,684


About MAXIM INTEGRATED PRODUCTS, INC. (MXIM)