UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM8-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): May 17, 2018
INTEL CORPORATION
(Exact name of registrant as specified in its charter)
| | | | |
Delaware | | 000-06217 | | 94-1672743 |
(State or Other Jurisdiction of Incorporation) | | (Commission File Number) | | (IRS Employer Identification No.) |
| | |
2200 Mission College Blvd., Santa Clara, California | | 95054-1549 |
| (Address of principal executive offices) | | (Zip Code) |
Registrant’s telephone number, including area code:(408) 765-8080
|
Not Applicable |
| (Former name or former address, if changed since last report.) |
Check the appropriate box below if the Form8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| ☐ | | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ☐ | | Soliciting material pursuant to Rule14a-12 under the Exchange Act (17 CFR240.14a-12) |
| ☐ | | Pre-commencement communications pursuant to Rule14d-2(b) under the Exchange Act (17 CFR240.14d-2(b)) |
| ☐ | | Pre-commencement communications pursuant to Rule13e-4(c) under the Exchange Act (17 CFR240.13e-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 (§230.405 of this chapter) or Rule12b-2 of the Securities Exchange Act of 1934(§240.12b-2 of this chapter).
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. |
Intel’s Annual Stockholders’ Meeting was held on May 17, 2018. At the meeting:
| | 1) | stockholders elected the 10 persons recommended by the Board to serve as directors of Intel; |
| | 2) | stockholders ratified the selection of Ernst & Young LLP to serve as the independent registered public accounting firm of Intel for 2018; |
| | 3) | stockholders approved, on an advisory basis, Intel’s executive compensation; |
| | 4) | stockholders did not approve the stockholder proposal on whether to allow stockholders to act by written consent; |
| | 5) | stockholders did not approve the stockholder proposal on whether the chairman of the board should be an independent director; and |
| | 6) | stockholders did not approve the stockholder proposal requesting a political contributions cost-benefit analysis report. |
Set forth below, with respect to each such matter, are the number of votes cast for or against, the number of abstentions and the number of brokernon-votes.
| | | | | | | | | | |
| Nominee | | For | | Against | | | Abstain | | Broker Non-Votes |
Aneel Bhusri | | 3,188,768,300 | | | 36,285,476 | | | 6,926,089 | | 853,837,489 |
Andy D. Bryant | | 3,095,932,088 | | | 130,317,031 | | | 5,730,746 | | 853,837,489 |
Reed E. Hundt | | 3,155,423,812 | | | 69,736,334 | | | 6,819,719 | | 853,837,489 |
Omar Ishrak | | 3,188,438,541 | | | 36,230,474 | | | 7,310,850 | | 853,837,489 |
Brian M. Krzanich | | 3,210,835,473 | | | 14,772,636 | | | 6,371,756 | | 853,837,489 |
RisaLavizzo-Mourey | | 3,196,994,563 | | | 27,503,129 | | | 7,482,173 | | 853,837,489 |
Tsu-Jae King Liu | | 3,211,942,585 | | | 12,558,019 | | | 7,479,261 | | 853,837,489 |
Gregory D. Smith | | 3,213,586,885 | | | 11,592,653 | | | 6,800,327 | | 853,837,489 |
Andrew Wilson | | 3,213,804,210 | | | 11,337,476 | | | 6,838,179 | | 853,837,489 |
Frank D. Yeary | | 3,193,473,309 | | | 31,763,285 | | | 6,743,271 | | 853,837,489 |
| | 2) | Ratification of Selection of Independent Registered Public Accounting Firm |
| | | | | | |
| For | | Against | | Abstain | | BrokerNon-Votes |
3,949,852,726 | | 125,110,483 | | 10,854,145 | | 0 |
| | 3) | Advisory Vote to Approve Executive Compensation |
| | | | | | |
| For | | Against | | Abstain | | Broker Non-Votes |
3,034,751,184 | | 181,259,199 | | 15,969,482 | | 853,837,489 |
| | 4) | Stockholder Proposal on Whether to Allow Stockholders to Act by Written Consent |
| | | | | | |
| For | | Against | | Abstain | | Broker Non-Votes |
1,295,033,301 | | 1,915,729,863 | | 21,216,701 | | 853,837,489 |
| | 5) | Stockholder Proposal on Whether the Chairman of the Board should be an Independent Director |
| | | | | | |
| For | | Against | | Abstain | | Broker Non-Votes |
960,298,848 | | 2,253,198,773 | | 18,482,244 | | 853,837,489 |
| | 6) | Stockholder Proposal Requesting a Political Contributions Cost-Benefit Analysis Report |
| | | | | | |
| For | | Against | | Abstain | | Broker Non-Votes |
217,019,186 | | 2,916,054,482 | | 98,906,197 | | 853,837,489 |
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 hereunto duly authorized.
| | | | |
| | | | INTEL CORPORATION |
| | | | (Registrant) |
| | |
| Date: May 23, 2018 | | | | /s/ Susie Giordano |
| | | | Susie Giordano |
| | | | Corporate Vice President and Corporate Secretary |
