UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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Item 5.07. Submission of Matters to a Vote of Security Holders.
FormFactor, Inc. (the “Company”) held its 2020 Annual Meeting of Stockholders (the “Annual Meeting”) on May 15, 2020 online via live webcast. At the meeting, the Company’s stockholders voted on the following four (4) proposals and cast their votes as follows:
Proposal 1: Election of three Class II directors to the Company’s Board of Directors, each to serve on the Company’s Board for a term of three years or until his successor has been elected and qualified or until his earlier death, resignation or removal, one Class III director appointed in 2019 to fill a vacancy, to serve on the Company’s Board of Directors for a term of one year (the end of term of all Class III directors) or until her successor has been elected and qualified or until her earlier death, resignation or removal and one Class I director appointed in 2019 to fill a vacancy, to serve on the Company’s Board of Directors for a term of two years (the end of term of all Class I directors) or until her successor has been elected and qualified or until her earlier death, resignation or removal. The director nominees were:
|
Nominee |
For |
Against |
Abstain |
Broker Non-Votes |
| Class II | ||||
| Raymond A. Link | 63,175,696 | 1,484,336 | 58,662 | 6,136,570 |
| Michael D. Slessor | 63,658,676 | 1,020,066 | 39,952 | 6,136,570 |
| Thomas St. Dennis | 60,962,615 | 3,711,982 | 44,097 | 6,136,570 |
| Class III | ||||
| Rebeca Obregon-Jimenez | 64,580,429 | 80,514 | 57,751 | 6,136,570 |
| Class I | ||||
| Sheri Rhodes | 64,581,078 | 80,064 | 57,552 | 6,136,570 |
Each director nominee was elected a director of the Company.
Proposal 2: Non-binding advisory vote to approve the Company’s executive compensation:
|
For |
Against |
Abstain |
Broker Non-Vote |
| 63,958,649 | 688,812 | 71,233 | 6,136,570 |
The Company’s stockholders approved, on an advisory basis, the compensation of the named executive officers as disclosed in the Proxy Statement relating to the Annual Meeting.
Proposal 3: Approval of an amendment and restatement of the Company’s 2012 Equity Incentive Plan to increase the number of shares reserved for issuance under the 2012 Equity Incentive Plan by 3,500,000 shares and to extend the term of the 2012 Equity Incentive Plan to 2030:
|
For |
Against |
Abstain |
Broker Non-Vote |
| 62,344,676 | 2,324,349 | 49,669 | 6,136,570 |
This proposal was approved.
Proposal 4: Ratification of KPMG LLP as the Company’s independent registered public accounting firm for fiscal year 2020:
|
For |
Against |
Abstain |
| 70,762,034 | 36,727 | 56,503 |
This proposal was approved.
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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.
Date: May 20, 2020
| FORMFACTOR, INC. | |||
| By: | /s/ Jason Cohen | ||
| Name: | Jason Cohen | ||
| Title: | Vice President, General Counsel and Secretary | ||
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