8-K Shareholder Meeting 5-22-13



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 22, 2013

FIRST SOLAR, INC.
(Exact name of registrant as specified in its charter)

Delaware
 
001-33156
 
20-4623678
(State or other jurisdiction
 
(Commission File Number)
 
(IRS Employer
of incorporation)
 
 
 
Identification Number)

350 West Washington Street
Suite 600
Tempe, Arizona 85281
(Address of Principal Executive Offices) (Zip Code)

Registrant's telephone number, including area code: (602) 414-9300

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:

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
    
First Solar, Inc. (“First Solar”) held its 2013 Annual Meeting of Stockholders (the “Annual Meeting”) on May 22, 2013. A description of each matter voted upon at the Annual Meeting is described in detail in First Solar's definitive proxy statement filed with the Securities and Exchange Commission on April 10, 2013. The number of votes cast for and against (or withheld) and the number of abstentions and broker non-votes with respect to each matter voted upon are set forth below.
 
Proposal 1: To elect the following ten nominees to First Solar's board of directors, each to serve on the board of directors until the next annual meeting of stockholders or until his successor has been elected and qualified:
    
Nominees
 
Votes Cast For
 
Votes Withheld
 
Broker Non-Votes
Michael J. Ahearn
 
62,077,555

 
978,108

 
12,041,975

Richard D. Chapman
 
61,465,008

 
1,590,655

 
12,041,975

George A. Hambro
 
62,219,486

 
836,177

 
12,041,975

James A. Hughes
 
62,488,338

 
567,325

 
12,041,975

Craig Kennedy
 
62,497,204

 
558,459

 
12,041,975

James F. Nolan
 
62,215,569

 
840,094

 
12,041,975

William J. Post
 
61,718,264

 
1,337,399

 
12,041,975

J. Thomas Presby
 
62,450,081

 
605,582

 
12,041,975

Paul H. Stebbins
 
60,598,870

 
2,456,793

 
12,041,975

Michael Sweeney
 
61,681,372

 
1,374,291

 
12,041,975


   
Proposal 2: To ratify the appointment of PricewaterhouseCoopers, LLP as First Solar's independent registered public accounting firm for the year ending December 31, 2013:
 
Votes Cast For
 
Votes Cast Against
 
Abstentions
 
Broker Non-Votes
74,533,922

 
363,437

 
200,279

 
—

     
Proposal 3: Stockholder Proposal Regarding Accelerated Vesting of Equity Awards Upon Change-In-Control:
 
Votes Cast For
 
Votes Cast Against
 
Abstentions
 
Broker Non-Votes
21,491,550

 
41,476,004

 
88,109

 
12,041,975


Proposal 4: Stockholder Proposal Regarding Majority Voting Standard In Uncontested Director Elections:
 
Votes Cast For
 
Votes Cast Against
 
Abstentions
 
Broker Non-Votes
25,629,982

 
37,339,991

 
85,690

 
12,041,975


     






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.                        
 
 
 
 
 
 
 
FIRST SOLAR, INC.
 
 
 
 
 
 
 
Date: May 24, 2013 
By:  
 
/s/
Mary Beth Gustafsson 
 
 
Name: 
 
Mary Beth Gustafsson 
 
 
Title:  
 
Executive Vice President, General Counsel and Secretary