PDF SOLUTIONS, INC. (NASDAQ:PDFS) 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.
Item 5.07. Submission of Matters to a Vote of Security Holders
Item 9.01 Financial Statements and Exhibits (d) Exhibits
Item 5.02. Departure of Directors or Certain Officers;
Election of Directors; Appointment of Certain Officers;
Compensatory Arrangements of Certain Officers.
On May 30, 2017, at the 2017 Annual Meeting of the Stockholders
of PDF Solutions, Inc. (the Company), the stockholders of the
Company approved the Fourth Amended and Restated 2011 Stock
Incentive Plan (the Fourth Amended 2011 Plan), effective as of
such date, which increased the number of shares reserved for
issuance under the Fourth Amended 2011 Plan by 1,250,000 shares.
A description of the material terms of the Fourth Amended 2011
Plan is set forth under the heading Proposal 3 Approval of the
Fourth Amended and Restated 2011 Stock Incentive Plan in the
Companys definitive proxy statement filed with the Securities and
Exchange Commission on April 14, 2017 (the Proxy Statement),
which description is hereby incorporated by reference. The
foregoing summary is qualified in its entirety by reference to
the full text of the Fourth Amended 2011 Plan, a copy of which is
filed as Appendix A to the Companys Proxy Statement and
incorporated by reference herein.
Item 5.07. Submission of Matters to a Vote of Security
Holders.
On May 30, 2017 at the 2017 Annual Meeting of Stockholders, the
stockholders of the Company elected each of the director
nominees, approved proposals 2, 3 and 4, and advised to continue
to hold an advisory vote on Named Executive Officers Compensation
every year. The final results for the votes regarding each
proposal are set forth below. The proposals are described in
detail in the Companys Proxy Statement, dated April 14, 2017.
Proposal No. 1 Election of Class I Directors:
|
NOMINEES FOR CLASS I DIRECTORS |
FOR |
WITHHELD |
BROKER NON-VOTES |
|
Joseph R. Bronson |
23,166,375 |
1,440,809 |
5,936,149 |
|
Marco Iansiti |
24,027,933 |
579,251 |
5,936,149 |
Proposal No. 2 Ratification of the appointment of
PricewaterhouseCoopers LLP as the Independent Registered Public
Accounting Firm for the Company for the fiscal year ending
December 31, 2017:
|
FOR |
AGAINST |
ABSTAIN |
|
30,523,247 |
14,873 |
5,213 |
Proposal No. 3 Approval, of the Companys Fourth Amended
and Restated 2011 Stock Incentive Plan to increase the number of
authorized shares under such plan:
|
FOR |
AGAINST |
ABSTAIN |
BROKER NON-VOTES |
|
16,675,944 |
7,693,581 |
237,659 |
5,936,149 |
Proposal No. 4 Approval, by non-binding vote, of the 2016
compensation awarded to Named Executive Officers:
|
FOR |
AGAINST |
ABSTAIN |
BROKER NON-VOTES |
|
24,292,373 |
289,074 |
25,737 |
5,936,149 |
Proposal No. 5 Advisory, by non-binding vote, of the
frequency of future advisory votes on named executive officer
compensation
|
1 Year |
2 Years |
3 Years |
ABSTAIN |
broker non-votes |
|
21,898,868 |
286,448 |
2,347,762 |
74,106 |
5,936,149 |
Item 9.01. Financial Statements and Exhibits
(d) Exhibits
10.20. PDF Solutions, Inc.s Fourth Amended and Restated 2011
Stock Incentive Plan, filed as Appendix A to the Companys Proxy
Statement filed on April 14, 2017, and incorporated herein by
reference.
Management contract or compensatory plan arrangement.
About PDF SOLUTIONS, INC. (NASDAQ:PDFS)
PDF Solutions, Inc. is a provider of infrastructure technologies and services for integrated circuits (IC). The Company’s technologies and services focus on the IC manufacturing process life cycle. It operates in the segment of licensing and implementation of yield improvement solutions for integrated circuit manufacturers. The Company’s solutions combine software, test chips, an electrical wafer test system, methodologies and professional services. The Company has developed solutions for yield simulation, analysis, loss detection, and improvement. Its characterization vehicle infrastructure (CVi) enables customers to electrically characterize the manufacturing process, and establish fail-rate information needed to calibrate manufacturing yield models and prioritize yield improvement activities. Its Exensio YieldAware solution combines software and services to enable customers to collect and combine product test data and equipment signals during production. PDF SOLUTIONS, INC. (NASDAQ:PDFS) Recent Trading Information
PDF SOLUTIONS, INC. (NASDAQ:PDFS) closed its last trading session up +0.21 at 16.45 with 156,143 shares trading hands.