2014.05.28 - 8-K Voting Results
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): May 28, 2014
Intermolecular, Inc.
(Exact Name of Registrant as Specified in Charter)
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Delaware | 001-35348 | 20-1616267 |
(State or Other Jurisdiction of Incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
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3011 N. First Street San Jose, California | 95134 |
(Address of Principal Executive Offices) | (Zip Code) |
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(408) 582-5700 |
(Registrant’s Telephone Number, Including Area Code) |
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N/A |
(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)
¨ 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))
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ITEM 5.07. | SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS |
Intermolecular, Inc. (the “Company”) held its Annual Meeting of Stockholders on May 28, 2014 in Menlo Park, California. The results of the matters voted on by the Company’s stockholders are set forth immediately below.
Proposal 1
To elect three (3) Class III Directors to the Company’s Board of Directors to hold office for a three-year term expiring at the 2017 Annual Meeting of Stockholders or until their successors are duly elected and qualified or their earlier resignation or removal:
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| Number of Votes |
Name of Nominees | For | Withheld | Broker Non-Votes |
Thomas R. Baruch | 32,521,566 | 389,679 | 3,929,730 |
Bruce M. McWilliams | 32,533,389 | 377,856 | 3,929,730 |
George M. Scalise | 32,531,444 | 379,801 | 3,929,730 |
Proposal 2
To approve, on a non-binding, advisory basis, the following resolution relating to the compensation of the Company’s named executive officers:
“RESOLVED, that the Company’s stockholder s approve, on an advisory basis, the compensation of the Company’s named executive officers, as disclosed in the Compensation Discussion and Analysis, the compensation tables and the narrative disclosure set forth in the Company’s proxy statement.”
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Number of Votes |
For | Against | Abstain | Broker Non-Votes |
30,981,578 | 1,693,035 | 236,632 | 3,929,730 |
Proposal 3
To ratify the appointment of KPMG LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2014:
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Number of Votes |
For | Against | Abstain |
36,557,516 | 71,705 | 211,754 |
SIGNATURE
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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| INTERMOLECULAR, INC. |
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Date: June 2, 2014 | By: | /s/ David E. Lazovsky |
| | David E. Lazovsky |
| | President and Chief Executive Officer |