PDF Solutions Inc. filed SEC Form 8-K: Submission of Matters to a Vote of Security Holders, Financial Statements and Exhibits
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Item 5.07. Submission of Matters to a Vote of Security Holders.
On June 18, 2024, at the 2024 Annual Meeting of Stockholders, the stockholders of the Company elected each of the director nominees and approved proposals 2, 3, 4, 5, and 6.
The final results for the votes regarding each proposal are set forth below. The proposals are described in detail in the Company’s Proxy Statement.
Proposal No. 1 Election of Class II Directors:
NOMINEES FOR CLASS II | FOR | AGAINST | ABSTAIN | BROKER NON-VOTES |
Chi-Foon Chan, Ph.D. | 32,002,886 | 1,242,353 | 51,379 | 3,015,643 |
Kimon Michaels, Ph.D. | 30,732,795 | 2,559,748 | 4,075 | 3,015,643 |
Shuo Zhang | 31,114,738 | 2,011,350 | 170,530 | 3,015,643 |
Proposal No. 2 Ratification of the appointment of BPM LLP as the Independent Registered Public Accounting Firm for the Company for the year ending December 31, 2024:
FOR | AGAINST | ABSTAIN |
35,909,604 | 17,159 | 385,498 |
Proposal No. 3 Approval of an amendment to Company’s amended and restated certificate of incorporation to include an officer exculpation provision:
FOR | AGAINST | ABSTAIN | BROKER NON-VOTES |
31,593,433 | 1,568,988 | 134,197 | 3,015,643 |
Proposal No. 4 Approval of the Company’s Ninth Amended and Restated 2011 Stock Incentive Plan:
FOR | AGAINST | ABSTAIN | BROKER NON-VOTES |
32,395,931 | 896,250 | 4,437 | 3,015,643 |
Proposal No. 5 Approval of the Company's First Amended and Restated 2021 Employee Stock Purchase Plan
FOR | AGAINST | ABSTAIN | BROKER NON-VOTES |
33,289,307 | 3,274 | 4,037 | 3,015,643 |
Proposal No. 6 Approval, by non-binding advisory vote, of the 2023 compensation awarded to Named Executive Officers:
FOR | AGAINST | ABSTAIN | BROKER NON-VOTES |
33,119,168 | 99,597 | 77,853 | 3,015,643 |
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.
PDF SOLUTIONS, INC. | ||
By: | /s/ Adnan Raza | |
Adnan Raza | ||
EVP, Finance, and Chief Financial Officer | ||
Dated: June 25, 2024