UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF
THE SECURITIES EXCHANGE ACT OF 1934
For the Month of August 2021
Commission File Number 0-28584
Check Point Software Technologies Ltd.
(Translation of registrant’s name into English)
5 Shlomo Kaplan Street, Tel Aviv, Israel
(Address of principal executive office)
Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.
Form 20-F ☒ Form 40-F ☐
Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.
Yes ☐ No ☒
If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): N/A
This Form 6-K is incorporated by reference into the Registrant’s Form S-8 File Nos. 333-132954, 333-207335, 333-211113, 333-228075, 333-235322 and 333-240141.
Annual General Meeting
Check Point Software Technologies Ltd. (the “Company”) held its Annual General Meeting on August 10, 2021. A total of 99.1 million Ordinary Shares, par value NIS 0.01 per share, of the Company (“Ordinary Shares”) held by shareholders of record at the close of business on July 1, 2021 (the “Record Date”) were present and entitled to vote at the Annual General Meeting.
At the Annual General Meeting, the Company’s shareholders voted on the following five proposals:
Proposal 1:
To elect the following seven directors to the Board of Directors (the “Board”) to serve until the 2022 annual general meeting of shareholders:
Nominee | For | Against | Abstain |
Gil Shwed | 97,991,367 | 743,266 | 338,823 |
Jerry Ungerman | 91,991,906 | 6,410,651 | 670,899 |
Rupal Hollenbeck | 98,969,531 | 55,122 | 48,803 |
Tal Shavit | 92,287,144 | 6,203,911 | 582,401 |
Eyal Waldman | 98,538,916 | 191,997 | 342,543 |
Shai Weiss | 82,537,312 | 15,959,402 | 576,742 |
Each of the nominees was elected by the Company’s shareholders by the requisite majority required under the Israeli Companies Law, 5759-1999 (the “Companies Law”).
Proposal 2:
To elect the following two directors as Outside Directors (within the meaning of the Companies Law) for a three year term:
Nominee | For | Against | Abstain |
Yoav Chelouche | 80,275,857 | 18,453,169 | 344,430 |
Guy Gecht | 90,372,697 | 8,359,412 | 341,347 |
Of the Ordinary Shares held by shareholders that indicated that they do not have a Personal Interest and are not a Controlling Shareholder (as such terms are defined in the Companies Law), approximately 81.31% voted for the election of Mr. Chelouche and approximately 91.53% voted for the election of Mr. Gecht.
Each of the nominees was elected by the Company’s shareholders by the requisite majority required under the Companies Law.
Proposal 3:
To set the size of the Board at nine members:
For | Against | Abstain |
98,877,035 | 158,257 | 38,164 |
Proposal 3 was approved by the Company’s shareholders by the requisite majority required under the Companies Law.
Proposal 4:
To approve the appointment and compensation of Company’s independent public accountants:
For | Against | Abstain |
90,128,527 | 8,628,510 | 316,419 |
Proposal 4 was approved by the Company’s shareholders by the requisite majority required under the Companies Law.
Proposal 5:
To approve the compensation of the Company’s Chief Executive Officer:
For | Against | Abstain |
89,228,513 | 9,744,185 | 100,758 |
Of the Ordinary Shares held by shareholders that indicated that they do not have a Personal Interest and are not a Controlling Shareholder (as such terms are defined in the Companies Law), approximately 86.84% voted for the approval of Proposal 5.
Proposal 5 was approved by the Company’s shareholders by the requisite majority required under the Companies Law.
Exhibit
Exhibit 99.1 | Press Release of the Company, dated August 10, 2021, “Check Point Software Technologies Ltd. Shareholders Approve All 2021 Annual General Meeting Proposals”. |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
Check Point Software Technologies Ltd. | ||
By: | /S/ John Slavitt | |
Name: | John Slavitt | |
Title: | General Counsel |
Date: August 10, 2021
Exhibit