Delaware | 0-12906 | 36-2096643 | ||
(State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
40W267 Keslinger Road, P.O. Box 393, LaFox, Illinois | 60147-0393 | |||
(Address of principal executive offices) | (Zip Code) |
¨ | 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)) |
1 | A proposal to elect six directors nominated to serve on our Board of Directors until the next annual meeting or until their successors are elected and shall have qualified, was approved with the following vote: |
Nominee | For | Abstain/ Withhold | Broker Non-Votes | ||||||
Edward J. Richardson | 31,148,267 | 270,602 | 1,472,164 | ||||||
Scott Hodes | 31,138,820 | 280,049 | 1,472,164 | ||||||
Paul J. Plante | 31,148,518 | 270,351 | 1,472,164 | ||||||
Jacques Belin | 31,189,122 | 229,747 | 1,472,164 | ||||||
James Benham | 31,198,518 | 220,351 | 1,472,164 | ||||||
Kenneth Halverson | 31,148,220 | 270,649 | 1,472,164 |
2 | A proposal to ratify the selection of Ernst & Young, LLP as our independent registered public accounting firm for fiscal year 2015 was approved with 32,789,020 votes “FOR”, 73,362 votes “AGAINST” and 28,651 votes “ABSTAIN/WITHHOLD”. |
3 | A proposal to approve, on an advisory basis, the compensation of our Named Executive Officers was approved with 30,047,595 votes “FOR”, 1,365,829 votes “AGAINST” and 5,445 votes “ABSTAIN/WITHHOLD” and 1,472,164 broker non-votes”. |
4 | A proposal to approve an amendment to the 2011 Long-term incentive plan was approved with 30,091,266 votes “FOR”, 1,325,383 votes “AGAINST” and 2,220 votes “ABSTAIN/WITHHOLD” and 1,472,164 broker non-votes”. |
5 | A proposal to approve the amended and restated Certificate of Incorporation was approved with 31,382,184 votes “FOR”, 28,818 votes “AGAINST” and 7,867 votes “ABSTAIN/WITHHOLD” and 1,472,164 broker non-votes”. |
RICHARDSON ELECTRONICS, LTD. | ||||
Date: October 8, 2014 | By: | /s/ Kathleen S. Dvorak | ||
Name: | Kathleen S. Dvorak | |||
Title: | Chief Financial Officer |