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  • 8-K Filing

Solaredge (SEDG) 8-KSubmission of Matters to a Vote of Security Holders

Filed: 2 Jun 21, 11:22am
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    UNITED STATES
    SECURITIES AND EXCHANGE COMMISSION
    WASHINGTON, D.C. 20549

    FORM 8-K
     
    CURRENT REPORT
    PURSUANT TO SECTION 13 OR 15(d) OF THE
    SECURITIES EXCHANGE ACT OF 1934
     
    Date of report (Date of earliest event reported):  June 2, 2021
     
     
    SOLAREDGE TECHNOLOGIES, INC
    (Exact name of registrant as specified in its charter)
     

     
         
    Delaware
     001-36894
     20-5338862
    (State or other jurisdiction
    of incorporation)
     
    (Commission
    File Number)
     
    (I.R.S. Employer
    Identification No.)
       
    1 Hamada Street, Herziliya Pituach, Israel 4673335
    (Address of Principal executive offices) (Zip Code)

    Registrant’s Telephone number, including area code: 972 (9) 957-6620
     
    Not Applicable
    (Former name or former address, if changed since last report.)
     
    Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instructions A.2 below):
     
    ☐
    Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
    ☐
    Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
    ☐
    Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
    ☐
    Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
     
    Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR 230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR 240.12b-2).

    Emerging growth company          ☐
     
    If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.          ◻

     
    Item 5.07.          Submission of Matters to a Vote of Security Holders.

    SolarEdge Technologies, Inc. (the “Company”) held an annual meeting of stockholders on June 1, 2021 (the “Annual Meeting”).  At the Annual Meeting, the stockholders voted on three matters:  the election or reelection of Mr. Nadav Zafrir, Mr. Avery More, and Mr. Zvi Lando as Class III members of the Board of Directors, ratification of the appointment of EY as the Company’s auditors for the year ending December 31, 2021, and an Advisory Vote to approve on an advisory basis the compensation of the Company’s named executive officers.

    Proposal No. 1.  Election of Directors.

    The stockholders approved the election or reelection of Mr. Nadav Zafrir, Mr. Avery More, and Mr. Zvi Lando as Class III members of the Board of Directors to serve until the third annual meeting of stockholders following the Annual Meeting.  Each Class III member was elected at the Annual Meeting as follows:

      
    For
      
    Against
      
    Abstain
      
    Broker
    Non-Votes
     
    Mr. Nadav Zafrir  27,710,727   10,605,559   291,535   3,383,454 
    Mr. Avery More  23,355,123   14,925,886   326,812   3,383,454 
    Mr. Zvi Lando  
    28,180,695
       
    10,406,532
       
    20,594
       
    3,383,454
     
     
    Proposal No. 2.  Ratification of Appointment of Registered Public Accounting Firm.

    The stockholders ratified the appointment of EY as the Company’s independent registered public accounting firm for the year ending December 31, 2021.  Proposal No. 2 was approved at the Annual Meeting as follows:

    For
      
    Against
      
    Abstain
     
    Broker
    Non-Votes
     41,465,977   412,833   112,465  

    Proposal No. 3. Advisory Vote to Approve the Compensation of our Named Executive Officers.

    The stockholders recommended, on an advisory basis, to approve the compensation of the Company’s named executive officers, as disclosed in the Proxy Statement, as follows:

    For  Against  Abstain  
    Broker
    Non-Votes
     
     31,447,395   6,878,648   281,778   3,383,454 
         
    SIGNATURE

    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 hereunto duly authorized.

     SOLAREDGE TECHNOLOGIES, INC.
      
    Date:  June 2, 2021
    By: /s/ Rachel Prishkolnik
     
    Name: Rachel Prishkolnik
    Title:   VP General Counsel and Corporate Secretary


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