secwatch / observer
8-K filed May 17, 2024, 7:59 PM ET ticker SWKS CIK 0000004127
other confidence high sentiment neutral materiality 0.30

Skyworks annual meeting: shareholders approve incentive plan, reject charter amendments to remove supermajority votes

SKYWORKS SOLUTIONS, INC.

item 5.02item 5.07item 9.01

Machine-readable event card

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SKYWORKS SOLUTIONS, INC.
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2024-05-17T23:59:59+00:00
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JSON Markdown Plain text

Source-grounded claims

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SKYWORKS SOLUTIONS, INC. shareholders rejected Eliminate supermajority vote for merger/consolidation/asset sale or issuance at the 2024-05-17 meeting.

4. The Company’s stockholders did not approve an amendment to the Company’s Restated Certificate of Incorporation, as amended (the “Charter”), to eliminate the supermajority vote provisions relating to stockholder approval of a merger or consolidation, disposition of all or substantially all of the Company’s assets, or issuance of a substantial amount of the Company’s securities .

SEC 8-K Item 5.07 confidence 1.0 SEC evidence

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SKYWORKS SOLUTIONS, INC. shareholders approved Elect Robert A. Schriesheim at the 2024-05-17 meeting.

The Company’s stockholders elected each of Alan S. Batey, Kevin L. Beebe, Liam K. Griffin, Eric J. Guerin, Christine King, Suzanne E. McBride, David P. McGlade, Robert A. Schriesheim, and Maryann Turcke to serve as a director of the Company until the next annual meeting of the Company’s stockholders and until his or her successor is elected and qualified or until his or her earlier resignation or removal.

SEC 8-K Item 5.07 confidence 1.0 SEC evidence

24e0b2cd442a64a765a85816b87ee434251cf780

SKYWORKS SOLUTIONS, INC. shareholders rejected Stockholder proposal on named executive officer termination payments at the 2024-05-17 meeting.

10. The Company’s stockholders did not approve a stockholder proposal regarding named executive officer termination payments.

SEC 8-K Item 5.07 confidence 1.0 SEC evidence

34ded167646a0a77c85f5752801ddb4de206ddf7

SKYWORKS SOLUTIONS, INC. shareholders rejected Eliminate supermajority for stockholder amendment of director provisions at the 2024-05-17 meeting.

6. The Company’s stockholders did not approve an amendment to the Charter to eliminate the supermajority vote provision relating to stockholder amendment of Charter provisions governing directors .

SEC 8-K Item 5.07 confidence 1.0 SEC evidence

3593b33882e039b33751dc14e594e1aa039156ae

SKYWORKS SOLUTIONS, INC. shareholders approved Elect Alan S. Batey at the 2024-05-17 meeting.

The Company’s stockholders elected each of Alan S. Batey, Kevin L. Beebe, Liam K. Griffin, Eric J. Guerin, Christine King, Suzanne E. McBride, David P. McGlade, Robert A. Schriesheim, and Maryann Turcke to serve as a director of the Company until the next annual meeting of the Company’s stockholders and until his or her successor is elected and qualified or until his or her earlier resignation or removal.

SEC 8-K Item 5.07 confidence 1.0 SEC evidence

404503bfdad0acb6cd135779afa44c63bb6428d7

SKYWORKS SOLUTIONS, INC. shareholders approved Elect Liam K. Griffin at the 2024-05-17 meeting.

The Company’s stockholders elected each of Alan S. Batey, Kevin L. Beebe, Liam K. Griffin, Eric J. Guerin, Christine King, Suzanne E. McBride, David P. McGlade, Robert A. Schriesheim, and Maryann Turcke to serve as a director of the Company until the next annual meeting of the Company’s stockholders and until his or her successor is elected and qualified or until his or her earlier resignation or removal.

SEC 8-K Item 5.07 confidence 1.0 SEC evidence

507fc047cfbf0e1d1b926ef52f63f5d68ddab62d

SKYWORKS SOLUTIONS, INC. shareholders approved Elect David P. McGlade at the 2024-05-17 meeting.

The Company’s stockholders elected each of Alan S. Batey, Kevin L. Beebe, Liam K. Griffin, Eric J. Guerin, Christine King, Suzanne E. McBride, David P. McGlade, Robert A. Schriesheim, and Maryann Turcke to serve as a director of the Company until the next annual meeting of the Company’s stockholders and until his or her successor is elected and qualified or until his or her earlier resignation or removal.

SEC 8-K Item 5.07 confidence 1.0 SEC evidence

65ecfedc70d4c010b93fc09840e4ab68cff3aa38

SKYWORKS SOLUTIONS, INC. shareholders rejected Stockholder proposal on greenhouse gas emissions reduction targets at the 2024-05-17 meeting.

11. The Company’s stockholders did not approve a stockholder proposal regarding adoption of greenhouse gas emissions reduction targets.

SEC 8-K Item 5.07 confidence 1.0 SEC evidence

673af2394e78dd4d06cd73f7765179e371d6f666

SKYWORKS SOLUTIONS, INC. shareholders approved Ratify KPMG LLP as independent registered public accounting firm for fiscal 2024 at the 2024-05-17 meeting.

2. The Company’s stockholders ratified the selection by the Company’s Audit Committee of KPMG LLP as the Company’s independent registered public accounting firm for the Company’s 2024 fiscal year.

SEC 8-K Item 5.07 confidence 1.0 SEC evidence

72cca90cc6c4e48f5f185b4652bd30926f7dff22

SKYWORKS SOLUTIONS, INC. shareholders approved Advisory vote on executive compensation at the 2024-05-17 meeting.

3. The Company’s stockholders voted to approve, on an advisory, non-binding basis, the compensation of the Company’s named executive officers as disclosed in the Proxy Statement.

SEC 8-K Item 5.07 confidence 1.0 SEC evidence

73509b854ce909ef1b508a6a130da080ac3cc63e

SKYWORKS SOLUTIONS, INC. shareholders rejected Eliminate supermajority for stockholder amendment of action by stockholders provision at the 2024-05-17 meeting.

7. The Company’s stockholders did not approve an amendment to the Charter to eliminate the supermajority vote provision relating to stockholder amendment of the Charter provision governing action by stockholders .

SEC 8-K Item 5.07 confidence 1.0 SEC evidence

75ca52dfdcb01451aa094bc7b43d7c540f946c70

SKYWORKS SOLUTIONS, INC. shareholders approved Elect Maryann Turcke at the 2024-05-17 meeting.

The Company’s stockholders elected each of Alan S. Batey, Kevin L. Beebe, Liam K. Griffin, Eric J. Guerin, Christine King, Suzanne E. McBride, David P. McGlade, Robert A. Schriesheim, and Maryann Turcke to serve as a director of the Company until the next annual meeting of the Company’s stockholders and until his or her successor is elected and qualified or until his or her earlier resignation or removal.

SEC 8-K Item 5.07 confidence 1.0 SEC evidence

78675ca3aaf8662a864ac5aaf20cacd8edde581b

SKYWORKS SOLUTIONS, INC. shareholders approved Approve Second Amended and Restated Plan at the 2024-05-17 meeting.

8. The Company’s stockholders voted to approve the Second Amended and Restated Plan.

SEC 8-K Item 5.07 confidence 1.0 SEC evidence

8f7563d93963fec2a614ffa31eb527970c372dfc

SKYWORKS SOLUTIONS, INC. shareholders approved Elect Suzanne E. McBride at the 2024-05-17 meeting.

The Company’s stockholders elected each of Alan S. Batey, Kevin L. Beebe, Liam K. Griffin, Eric J. Guerin, Christine King, Suzanne E. McBride, David P. McGlade, Robert A. Schriesheim, and Maryann Turcke to serve as a director of the Company until the next annual meeting of the Company’s stockholders and until his or her successor is elected and qualified or until his or her earlier resignation or removal.

SEC 8-K Item 5.07 confidence 1.0 SEC evidence

934a9dba3852313bf6c13b385bdb982c9b97aaa1

SKYWORKS SOLUTIONS, INC. shareholders approved Elect Kevin L. Beebe at the 2024-05-17 meeting.

The Company’s stockholders elected each of Alan S. Batey, Kevin L. Beebe, Liam K. Griffin, Eric J. Guerin, Christine King, Suzanne E. McBride, David P. McGlade, Robert A. Schriesheim, and Maryann Turcke to serve as a director of the Company until the next annual meeting of the Company’s stockholders and until his or her successor is elected and qualified or until his or her earlier resignation or removal.

SEC 8-K Item 5.07 confidence 1.0 SEC evidence

9f76373f682d238256a9e74c6ef319d13542748e

SKYWORKS SOLUTIONS, INC. shareholders approved Approve amendment to 2002 Employee Stock Purchase Plan at the 2024-05-17 meeting.

9. The Company’s stockholders voted to approve the Amendment to the Company’s 2002 Employee Stock Purchase Plan, as amended.

SEC 8-K Item 5.07 confidence 1.0 SEC evidence

c8350407488141e5aa867e683b52c247de4cd2fb

SKYWORKS SOLUTIONS, INC. shareholders approved Elect Eric J. Guerin at the 2024-05-17 meeting.

The Company’s stockholders elected each of Alan S. Batey, Kevin L. Beebe, Liam K. Griffin, Eric J. Guerin, Christine King, Suzanne E. McBride, David P. McGlade, Robert A. Schriesheim, and Maryann Turcke to serve as a director of the Company until the next annual meeting of the Company’s stockholders and until his or her successor is elected and qualified or until his or her earlier resignation or removal.

SEC 8-K Item 5.07 confidence 1.0 SEC evidence

eaa5bfe17c9a565651d83bd8c6a15b339710d24c

SKYWORKS SOLUTIONS, INC. shareholders approved Elect Christine King at the 2024-05-17 meeting.

The Company’s stockholders elected each of Alan S. Batey, Kevin L. Beebe, Liam K. Griffin, Eric J. Guerin, Christine King, Suzanne E. McBride, David P. McGlade, Robert A. Schriesheim, and Maryann Turcke to serve as a director of the Company until the next annual meeting of the Company’s stockholders and until his or her successor is elected and qualified or until his or her earlier resignation or removal.

SEC 8-K Item 5.07 confidence 1.0 SEC evidence

ecd656a6e63fd23a8c6a60b26829149e148ff3f9

SKYWORKS SOLUTIONS, INC. shareholders rejected Eliminate supermajority vote for business combinations with related persons at the 2024-05-17 meeting.

5. The Company’s stockholders did not approve an amendment to the Charter to eliminate the supermajority vote provisions relating to stockholder approval of a business combination with any related person .

SEC 8-K Item 5.07 confidence 1.0 SEC evidence

Comparable filings

HOST HOTELS & RESORTS L.P.

Host Hotels shareholders approve 2024 incentive plan, elect 9 directors at annual meeting

HOST HOTELS & RESORTS L.P. May 17, 2024, 7:59 PM ET other Items 5.02, 5.07, 9.01

same fact type: shareholder_vote same SEC item: 5.02, 5.07, 9.01 same event type: other similar materiality

This filing

4. The Company’s stockholders did not approve an amendment to the Company’s Restated Certificate of Incorporation, as amended (the “Charter”), to eliminate the supermajority vote provisions relating to stockholder approval of a merger or consolidation, disposition of all or substantially all of the Company’s assets, or issuance of a substantial amount of the Company’s securities .

Comparable filing

Proposal 1 – Election of Directors Final votes regarding the election of nine directors for terms expiring at the 2025 annual meeting of stockholders are set forth below. Accordingly, each director nominee was elected for a one-year term.

Filing page SEC filing

CWK

Shareholders approve amended equity incentive plans at annual meeting

Cushman & Wakefield Ltd. May 17, 2024, 7:59 PM ET other Items 5.02, 5.07, 9.01

same fact type: shareholder_vote same SEC item: 5.02, 5.07, 9.01 same event type: other similar materiality

This filing

4. The Company’s stockholders did not approve an amendment to the Company’s Restated Certificate of Incorporation, as amended (the “Charter”), to eliminate the supermajority vote provisions relating to stockholder approval of a merger or consolidation, disposition of all or substantially all of the Company’s assets, or issuance of a substantial amount of the Company’s securities .

Comparable filing

To approve an amendment to the Company’s Omnibus Non-Employee Director Share and Cash Incentive Plan, which was included as Annex D to the Proxy Statement. 185,554,595 2,674,219 9,435,353 13,258,886

Filing page SEC filing

PRTA

Prothena shareholders approve 2M share increase under LTIP at AGM

PROTHENA CORP PUBLIC LTD CO May 17, 2024, 7:59 PM ET other Items 5.02, 5.07, 9.01

same fact type: shareholder_vote same SEC item: 5.02, 5.07, 9.01 same event type: other similar materiality

This filing

4. The Company’s stockholders did not approve an amendment to the Company’s Restated Certificate of Incorporation, as amended (the “Charter”), to eliminate the supermajority vote provisions relating to stockholder approval of a merger or consolidation, disposition of all or substantially all of the Company’s assets, or issuance of a substantial amount of the Company’s securities .

Comparable filing

The shareholders approved, in a non-binding advisory vote, the compensation of the Company’s executive officers named in the Proxy Statement. For Against Abstain Broker Non-Votes 45,331,500 425,331 1,194,023 2,591,833

Filing page SEC filing

XBP

XBP Global Holdings annual meeting elects directors, approves auditor and say-on-pay

XBP Global Holdings, Inc. June 1, 2026, 5:00 PM ET other Items 5.07, 9.01

same fact type: shareholder_vote same SEC item: 5.07, 9.01 same event type: other similar materiality

This filing

4. The Company’s stockholders did not approve an amendment to the Company’s Restated Certificate of Incorporation, as amended (the “Charter”), to eliminate the supermajority vote provisions relating to stockholder approval of a merger or consolidation, disposition of all or substantially all of the Company’s assets, or issuance of a substantial amount of the Company’s securities .

Comparable filing

· Proposal 3 — To consider and vote upon a proposal to approve, on an advisory (non-binding) basis, the compensation of our named executive officers (the “say-on-pay vote”): Votes For Votes Against Votes Abstained Broker Non-Votes 8,208,462 1,323,885 1,011 577,920

Filing page SEC filing

AXON

Axon shareholders elect all 9 director nominees and approve say-on-pay at 2026 annual meeting

AXON ENTERPRISE, INC. June 1, 2026, 4:10 PM ET other Items 5.07, 9.01

same fact type: shareholder_vote same SEC item: 5.07, 9.01 same event type: other similar materiality

This filing

4. The Company’s stockholders did not approve an amendment to the Company’s Restated Certificate of Incorporation, as amended (the “Charter”), to eliminate the supermajority vote provisions relating to stockholder approval of a merger or consolidation, disposition of all or substantially all of the Company’s assets, or issuance of a substantial amount of the Company’s securities .

Comparable filing

The non-binding advisory vote to approve the compensation of the Company's named executive officers was approved as follows: FOR AGAINST ABSTAIN BROKER NON-VOTES 54,903,698 6,239,017 112,972 11,665,236

Filing page SEC filing

NRGV

Energy Vault shareholders elect three Class II directors and ratify BDO USA as auditor

Energy Vault Holdings, Inc. June 1, 2026, 11:36 AM ET other Items 5.07, 9.01

same fact type: shareholder_vote same SEC item: 5.07, 9.01 same event type: other similar materiality

This filing

4. The Company’s stockholders did not approve an amendment to the Company’s Restated Certificate of Incorporation, as amended (the “Charter”), to eliminate the supermajority vote provisions relating to stockholder approval of a merger or consolidation, disposition of all or substantially all of the Company’s assets, or issuance of a substantial amount of the Company’s securities .

Comparable filing

Proposal 2 - Ratification of the appointment of BDO USA, P.C. as our independent registered public accounting firm for the fiscal year ending December 31, 2026 Votes For Votes Against Votes Abstaining Broker Non-Votes 127,775,985 168,810 59,341 —

Filing page SEC filing

NPKI

Newpark Resources shareholders approve officer liability limit; eliminate preferred stock series

NPK International Inc. May 20, 2024, 7:59 PM ET other Items 5.03, 5.07, 9.01

same fact type: shareholder_vote same SEC item: 5.07, 9.01 same event type: other similar materiality

This filing

4. The Company’s stockholders did not approve an amendment to the Company’s Restated Certificate of Incorporation, as amended (the “Charter”), to eliminate the supermajority vote provisions relating to stockholder approval of a merger or consolidation, disposition of all or substantially all of the Company’s assets, or issuance of a substantial amount of the Company’s securities .

Comparable filing

Proposal 2: An advisory vote on named executive officer compensation : The stockholders of the Company approved, on a non-binding advisory basis, the compensation of the named executive officers as described in the Company’s Proxy Statement.

Filing page SEC filing

STT

State Street shareholders elect all 12 directors, approve say-on-pay and auditor

STATE STREET CORP May 20, 2024, 7:59 PM ET other Items 5.07, 9.01

same fact type: shareholder_vote same SEC item: 5.07, 9.01 same event type: other similar materiality

This filing

4. The Company’s stockholders did not approve an amendment to the Company’s Restated Certificate of Incorporation, as amended (the “Charter”), to eliminate the supermajority vote provisions relating to stockholder approval of a merger or consolidation, disposition of all or substantially all of the Company’s assets, or issuance of a substantial amount of the Company’s securities .

Comparable filing

The shareholders voted: to elect the twelve director nominees; to approve the advisory proposal on executive compensation; and to ratify the selection of the independent registered public accounting firm.

Filing page SEC filing

Source: SEC EDGAR
accession 0000004127-24-000055
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