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): April 30, 2021
Advanced Energy Industries, Inc.
(Exact name of registrant as specified in its charter)
Delaware |
| 000-26966 |
| 84-0846841 |
(State or other jurisdiction of incorporation) | | (Commission File Number) | | (IRS Employer Identification No.) |
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1595 Wynkoop Street, Suite 800, Denver, Colorado |
| 80202 |
(Address of principal executive offices) | | (Zip Code) |
(970) 407-6626
(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 (see General Instruction A.2. below):
☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
Title of each class |
| Trading Symbol(s) |
| Name of each exchange on which registered |
Common Stock, $0.001 par value | | AEIS | | NASDAQ Global Select Market |
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.
Advanced Energy Industries, Inc. (“Advanced Energy” or the “Company”) held its 2021 Annual Meeting of Stockholders on Friday, April 30, 2021 to vote on four proposals. The following matters as set forth in the Proxy Statement dated March 10, 2021, which was filed with the Securities and Exchange Commission pursuant to Regulation 14A under the Securities Exchange Act of 1934, were voted upon with the results indicated below.
| 1. | Election of ten (10) Directors. |
The following ten nominees were elected to serve as directors of the Company, with the following votes tabulated:
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| For | Withhold | Broker Non-Vote |
Grant H. Beard | 34,820,770 | 184,964 | 1,158,328 |
Frederick A. Ball | 34,197,947 | 807,787 | 1,158,328 |
Anne T. DelSanto | 34,989,483 | 16,251 | 1,158,328 |
Tina M. Donikowski | 34,539,488 | 466,246 | 1,158,328 |
Ronald C. Foster | 34,967,246 | 38,488 | 1,158,328 |
Edward C. Grady | 34,192,261 | 813,473 | 1,158,328 |
Stephen D. Kelley | 34,629,022 | 376,712 | 1,158,328 |
Lanesha T. Minnix | 34,988,479 | 17,255 | 1,158,328 |
Thomas M. Rohrs | 32,874,740 | 2,130,994 | 1,158,328 |
John A. Roush | 34,475,435 | 530,299 | 1,158,328 |
Each director has been elected to serve until the 2022 Annual Meeting of Stockholders, or until his or her successor has been elected and qualified or until such director’s earlier resignation or removal.
| 2. | Ratification of the appointment of Ernst & Young LLP as Advanced Energy’s independent registered public accounting firm for 2021. |
The appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for 2021 was ratified, with the following votes tabulated:
For | Against | Abstain | Broker Non-Vote |
35,944,142 | 208,781 | 11,139 | - |
| 3. | Advisory approval of Advanced Energy’s compensation of its named executive officers. |
The advisory approval of the compensation of the Company’s named executive officers as disclosed in the proxy statement was approved, with the following votes tabulated:
For | Against | Abstain | Broker Non-Vote |
34,666,227 | 320,642 | 18,865 | 1,158,328 |
| 4. | Approval of an Increase in the Total Number of Shares of Common Stock Authorized for Issuance under the Employee Stock Purchase Plan from 1,000,000 to 1,500,000. |
The approval of the increase in total number of shares of common stock under the Employee Stock Purchase Plan as disclosed in the proxy statement was approved, with the following votes tabulated:
For | Against | Abstain | Broker Non-Vote |
34,945,295 | 40,931 | 19,508 | 1,158,328 |
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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| /s/ Thomas O. McGimpsey |
Date: May 3, 2021 | Thomas O. McGimpsey |
| Executive Vice President, Chief Administrative Officer, and Corporate Secretary |
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