Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
Amended and Restated 2016 Equity Incentive Plan
At the Annual Meeting of Stockholders of Accuray Incorporated (the “Company”) held on November 16, 2018 (the “2018 Annual Meeting”), the Company’s stockholders approved amending and restating the Company’s 2016 Equity Incentive Plan to increase the number of authorized shares of the Company’s common stock that may be issued thereunder by 6,500,000 shares. A description of the Amended and Restated 2016 Equity Incentive Plan is set forth in the Company’s definitive proxy statement on Form 14A filed with the United States Securities and Exchange Commission on October 4, 2018 (the “2018 Proxy Statement”) and is qualified in its entirety by reference to the full text of the Amended and Restated 2016 Equity Incentive Plan, a copy of which is being filed as Exhibit 10.1 to thisForm 8-K.
Amended and Restated 2007 Employee Stock Purchase Plan
At the 2018 Annual Meeting, the Company’s stockholders also approved amending and restating the Company’s Amended and Restated 2007 Employee Stock Purchase Plan to increase the number of authorized shares of the Company’s common stock that may be issued thereunder by 3,500,000 shares. A description of the Amended and Restated 2007 Employee Stock Purchase Plan is set forth in the 2018 Proxy Statement and is qualified in its entirety by reference to the full text of the Amended and Restated 2007 Employee Stock Purchase Plan, a copy of which is being filed as Exhibit 10.2 to thisForm 8-K.
Item 5.07. Submission of Matters to a Vote of Security Holders.
At the 2018 Annual Meeting, the Company’s stockholders voted on five proposals as set forth below. The following is a brief description of each proposal submitted to a vote at the 2018 Annual Meeting, as well as the number of votes cast for and against, the number of abstentions, and the number of brokernon-votes with respect to each proposal.
Proposal No. 1: Election of Directors
The stockholders elected each of the following persons as a Class III director of the Company to hold office until the Company’s 2021 Annual Meeting of Stockholders or until his or her successor is duly elected or appointed.
| | | | | | | | |
Nominee | | For | | Against | | Abstain | | BrokerNon-Votes |
Elizabeth Dávila | | 57,155,115 | | 3,204,400 | | 91,446 | | 18,606,963 |
Joshua H. Levine | | 59,821,135 | | 549,205 | | 80,621 | | 18,606,963 |
Proposal No. 2: Approval of Amendment to the Company’s 2016 Equity Incentive Plan
The stockholders approved the Company’s Amended and Restated 2016 Equity Incentive Plan that increased the number of shares of the Company’s common stock available for issuance thereunder by 6,500,000 shares, with 52,005,896 shares in favor, 8,417,484 shares against, 27,581 shares abstaining and 18,606,963 brokernon-votes.
Proposal No. 3: Approval of Amendment to the Company’s 2007 Employee Stock Purchase Plan
The stockholders approved the Company’s Amended and Restated 2007 Employee Stock Purchase Plan that increased the number of shares of the Company’s common stock available for issuance thereunder by 3,500,000 shares, with 59,897,145 shares in favor, 520,754 shares against, 33,062 shares abstaining and 18,606,963 brokernon-votes.
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