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8-KThe WireStrategic

Results of Operations · Shareholder Vote

Filed May 6, 2019 · 7y ago · Accession 0001558370-19-004080

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Material event — a significant development the company must disclose promptly.

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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 3, 2019 VEECO INSTRUMENTS INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 0‑16244 (Commission File Number) 11‑2989601 (IRS Employer Identification No.) Terminal Drive, Plainview, New York 11803 (Address of principal executive offices) (516) 677‑0200 (Registrant’s telephone number, including area code) Not applicable (Former name or former address, if changed since last report) 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, par value $0.01 per share VECO The NASDAQ Global Select Market 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)) Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b‑2 of the Securities Exchange Act of 1934 (§240.12b‑2 of this chapter). 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 2.02 Results of Operations and Financial Condition. On May 6, 2019, Veeco Instruments Inc. issued a press release announcing its financial results for the quarter ended March 31, 2019. In connection with the release and the related conference call, Veeco posted a presentation relating to its first quarter 2019 financial results on its website (www.veeco.com). Copies of the press release and presentation are furnished as Exhibit 99.1 and Exhibit 99.2 to this report. Item 5.07 Submission of Matters to a Vote of Security Holders. On May 3, 2019, Veeco held its 2019 Annual Meeting. The matters voted on at the meeting are described in detail in the Company’s proxy statement for the meeting, which was filed with the SEC on March 19, 2019. As of the record date for the meeting, there were 48,034,009 shares of common stock outstanding, each of which was entitled to one vote with respect to each of the matters voted on at the meeting. Each of the directors up for election was elected and each of the other matters was approved by the required number of votes on each such matter. The terms of each of the following directors continued after the meeting: Kathleen A. Bayless, Richard A. D’Amore, Gordon Hunter, Keith D. Jackson and Peter J. Simone. The final voting results were: Matter For Withheld Broker Non-votes 1. Election of Directors (a) William J. Miller, Ph.D. 39,318,797 565,791 3,479,336 (b) John R. Peeler 36,408,219 3,476,369 3,479,336 (c) Thomas St. Dennis 39,179,328 705,260 3,479,336 Matter For Against Abstained Broker Non-votes 2. Amendment and Restatement of 2010 Stock Incentive Plan 34,401,022 5,429,831 53,735 3,479,336 3. Amendment to the 2016 Employee Stock Purchase Plan 39,752,648 76,456 55,484 3,479,336 4. Approval of the advisory vote on executive compensation 27,295,507 11,628,650 960,431 3,479,336 5. Ratification of the appointment of KPMG LLP 43,234,124 86,283 43,517 0 Item 9.01 Financial Statements and Exhibits. (d) Exhibits . Exhibit Description 99.1 Press release issued by Veeco dated May 6, 2019 99.2 Veeco Q1 2019 Conference Call, May 6, 2019 The information in this report, including the exhibits, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities under that Section, nor shall this information or these exhibits be deemed to be incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing. 2 EXHIBIT INDEX Exhibit Description 99.1 Press release issued by Veeco dated May 6, 2019 99.2 Veeco Q1 2019 Conference Call, May 6, 2019 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. May 6, 2019 VEECO INSTRUMENTS INC. By: /s/ Gregory A. Robbins Name: Gregory A. Robbins Title: Senior Vice President and General Counsel
Filing details
Ticker
VECO
CIK
103145
Form type
8-K
Filing date
May 6, 2019
Report date
May 3, 2019
Document
f8-k.htm
Size
4.0 MB