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): March 7, 2019

 

 

Applied Materials, Inc.

(Exact name of registrant as specified in its charter)

 

 

 

Delaware		000-06920		94-1655526
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

 

3050 Bowers Avenue P.O. Box 58039 Santa Clara, CA				95052-8039
(Address of principal executive offices)				(Zip Code)

Registrant’s telephone number, including area code: (408) 727-5555

N/A

(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:

 

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

The Annual Meeting of Shareholders of Applied Materials, Inc. (the “Company”) was held on March 7, 2019 (the “Annual Meeting”). At the Annual Meeting, the Company’s shareholders cast their votes on four proposals, as set forth below.

 

Proposal 1.

Election of Directors.

 

Name of Nominee		For		Against		Abstain		Broker Non-Votes
Judy Bruner		661,672,870		13,872,379		976,054		144,077,160
Xun (Eric) Chen		672,529,276		2,993,134		998,893		144,077,160
Aart J. de Geus		658,280,717		16,035,609		2,204,977		144,077,160
Gary E. Dickerson		665,818,363		8,566,912		2,136,028		144,077,160
Stephen R. Forrest		658,307,588		15,960,385		2,253,330		144,077,160
Thomas J. Iannotti		653,496,932		20,801,355		2,223,016		144,077,160
Alexander A. Karsner		656,868,538		17,424,881		2,227,884		144,077,160
Adrianna C. Ma		674,112,490		1,397,024		1,011,789		144,077,160
Scott A. McGregor		674,155,895		1,325,994		1,039,414		144,077,160
Dennis D. Powell		657,185,721		17,106,875		2,228,707		144,077,160

Each of the ten nominees was elected to serve as a director for a one-year term and until he or she is succeeded by another qualified director who has been elected, or, if earlier, until his or her death, resignation or removal.

 

Proposal

2. Approval, on an Advisory Basis, of the Compensation of the Company’s Named Executive Officers for Fiscal Year 2018.

 

For		Against		Abstain		Broker Non-Votes
648,927,098		25,949,258		1,644,947		144,077,160

The compensation of the Company’s named executive officers, as disclosed in the Company’s Proxy Statement for the Annual Meeting, was approved on an advisory basis.

Proposal 3.

Ratification of the Appointment of KPMG LLP as the Company’s Independent Registered Public Accounting Firm for Fiscal Year 2019.

 

For		Against		Abstain
804,612,345		13,760,344		2,225,774

The appointment of KPMG LLP as the Company’s independent registered public accounting firm for fiscal year 2019 was ratified.

 

Proposal

4. Shareholder Proposal to Provide for Right to Act by Written Consent.

 

For		Against		Abstain		Broker Non-Votes
336,867,494		334,357,678		5,296,131		144,077,160

The shareholder proposal to provide for right to act by written consent was not approved¹.

 

(1)

Under Delaware law, the affirmative “FOR” vote of a majority of those shares present in person or represented by proxy at the meeting and entitled to vote on the matter is required to approve the shareholder proposal. An abstention is counted as entitled to vote on the proposal and therefore has the same effect as an “AGAINST” vote.

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.

 

				Applied Materials, Inc. (Registrant)
Dated: March 11, 2019
				By:		/s/ Christina Y. Lai
						Christina Y. Lai
						Corporate Secretary