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
September 20, 2016
Date of report (Date of earliest event reported)
Integrated Device Technology, Inc.
(Exact name of registrant as specified in its charter)
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| Delaware | 0-12695 | 94-2669985 |
(State of Incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
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| 6024 Silver Creek Valley Road, San Jose, California 95138 |
| (Address of principal executive offices) (Zip Code) |
(408) 284-8200
(Registrant's telephone number, including area code)
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:
[ ] 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))
Item 5.07 Submission of Matters to a Vote of Security Holders.
(a) On September 20, 2016, Integrated Device Technology, Inc. (“IDT” or the “Company”) held its annual meeting of stockholders (the “Annual Meeting”).
(b) At the Annual Meeting, stockholders voted on the following three proposals, each of which is described in detail in the Company's definitive proxy statement filed with the Securities and Exchange Commission (the “Commission”) on July 29, 2016 (the “Proxy Statement”).
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| Proposal 1. | The election of the seven nominees listed below to serve as members of the Company’s Board of Directors until the 2017 annual meeting of stockholders or until their successors are duly elected and qualified. |
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| | | For | | Withheld | | Broker Non-Votes |
| John Schofield | | 109,285,925 | | 2,074,626 | | 14,806,707 |
| Ken Kannappan | | 109,654,072 | | 1,706,479 | | 14,806,707 |
| Umesh Padval | | 109,759,022 | | 1,601,529 | | 14,806,707 |
| Gordon Parnell | | 109,814,189 | | 1,546,362 | | 14,806,707 |
| Robert Rango | | 109,256,306 | | 2,104,245 | | 14,806,707 |
| Norman Taffe | | 109,769,574 | | 1,590,977 | | 14,806,707 |
| Gregory Waters | | 109,822,664 | | 1,537,887 | | 14,806,707 |
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| Proposal 2. | The approval, on a non-binding, advisory basis, of the compensation of the Company’s named executive officers as disclosed in the Proxy Statement pursuant to the compensation disclosure rules of the Commission (“Say-on-Pay”). |
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| For | | Against | | Abstain | Broker Non-Votes |
| 110,151,797 | | 969,128 | | 239,626 | 14,806,707 |
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| Proposal 3. | The ratification of the selection, by the Audit Committee of the Company’s Board of Directors, of PricewaterhouseCoopers LLP as the independent registered public accounting firm of the Company for its fiscal year ending April 2, 2017. |
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| For | | Against | | Abstain |
| 124,373,465 | | 1,541,483 | | 252,310 |
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.
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| Date: September 21, 2016 | | INTEGRATED DEVICE TECHNOLOGY, INC. |
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| | | By: | /s/ Brian C. White |
| | | | | Brian C. White |
| | | | | Vice President, Chief Financial Officer |
| | | | | (duly authorized officer) |
