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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: November 10, 2017
(Date of Earliest Event Reported)

Commission file number 1-34192


MAXIM INTEGRATED PRODUCTS, INC.
(Exact Name of Registrant as Specified in Its Charter)


DELAWARE
94-2896096
(State of Other Jurisdiction of Incorporation or Organization)
(I.R.S. Employer I.D. No.)

 
160 RIO ROBLES
 
SAN JOSE, CALIFORNIA 95134
 
(Address of Principal Executive Offices including Zip Code)


(408) 601-1000
(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):
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 
 
 
 
 






Item 5.07
Submission of Matters to a Vote of Security Holders.

On November 10, 2017, Maxim Integrated Products, Inc., a Delaware corporation (“Maxim” or the “Company”) held its 2017 annual meeting of stockholders (the “Annual Meeting”). Of the 281,757,094 shares of our common stock outstanding as the record date of September 11, 2017, 257,876,657 shares were represented at the Annual Meeting, either in person or by proxy, constituting approximately 91% of the outstanding shares of common stock. At the Annual Meeting, the stockholders of the Company (a) elected each of the eight (8) director nominees proposed by the board of directors of the Company; (b) approved and ratified proposal nos. 2, 3, and 4 as submitted for a stockholder vote at the Annual Meeting and described below; and (c) approved proposal no. 5 for 1 Year.

With respect to each such matter, set forth below are, to the extent applicable, the number of votes cast for or against, the number of votes withheld, the number of abstentions, and the number of broker non-votes:

Proposal No. 1 - Election of Directors.

Director Nominee Name
Votes For
Votes Against
Abstain
Broker Non-Votes
William P. Sullivan
232,604,571
379,373
70,813
24,821,900
Tunç Doluca
232,569,450
418,773
66,534
24,821,900
Tracy C, Accardi
232,318,069
664,456
70,232
24,821,900
James R. Bergman
202,147,911
30,836,529
70,317
24,821,900
Joseph R. Bronson
230,157,354
2,827,998
69,405
24,821,900
Robert E. Grady
223,992,409
8,991,823
70,525
24,821,900
Williams D. Watkins
232,560,453
422,427
71,877
24,821,900
MaryAnn Wright
232,594,729
389,402
70,626
24,821,900

Proposal No. 2 - Ratification of the appointment of PricewaterhouseCoopers LLP as Maxim’s Independent Registered Public Accounting Firm for the fiscal year ending June 30, 2018.

Votes For
Votes Against
Abstain
Broker Non-Votes
256,928,650
837,374
11,633
n/a

Proposal No. 3 - Ratification and approval of an amendment to Maxim’s 2008 Employee Stock Purchase Plan to increase the number of shares available for issuance thereunder by 1,500,000 shares.

Votes For
Votes Against
Abstain
Broker Non-Votes
231,828,972
1,042,325
183,460
24,821,900






Proposal No. 4 - Non-binding advisory vote to approve the compensation of Maxim’s Named Executive Officers.

Votes For
Votes Against
Abstain
Broker Non-Votes
220,845,477
12,049,191
160,089
24,821,900

Proposal No. 5 - Non-binding advisory vote on the frequency of future advisory votes on the compensation of our Named Executive Officers.

1 Year
2 Years
3 Years
Abstain
Broker Non-Votes
214,774,687
93,270
18,106,157
80,643
n/a








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 thereunto duly authorized.

Date: November 16, 2017


 
MAXIM INTEGRATED PRODUCTS, INC.
 
 
By:

/s/ Bruce E. Kiddoo
 
 
 
Bruce E. Kiddoo
Senior Vice President and Chief Financial Officer