SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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) July 23, 2012 (July 17, 2012)
SMTC CORPORATION
(Exact Name of Registrant as Specified in Its Charter)
Delaware
(State or Other Jurisdiction of Incorporation)
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0-31051
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98-0197680
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(Commission
File Number)
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(IRS Employer
Identification No.)
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635 Hood Road Markham, Ontario, Canada
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L3R 4N6
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(Address of Principal Executive Offices)
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(Zip Code)
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(905) 479-1810
(Registrant’s Telephone Number, Including Area Code)
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):
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¨
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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¨
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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¨
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4© under the Exchange Act (17 CFR 240.13e-4(c))
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Item 5.07
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Submission of Matters to a Vote of Security Holders
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The Company held its annual meeting of stockholders on July 23, 2012. The stockholders were asked to vote on the four proposals listed below, which were described in detail in the Company’s definitive proxy statement filed with the Securities and Exchange Commission on June 5, 2012. The final voting results for each proposal are set forth below.
Proposal 1 - Each of the four nominees for director received the requisite plurality of votes for election. The vote tabulation was as follows:
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Nominee
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For
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Withheld
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Broker
Non-Votes
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Clarke Bailey
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5,368,588 | 1,542,346 | 6,298,669 | |||||||||
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David Sandberg
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6,160,918 | 253,068 | 6,995,014 | |||||||||
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Anton Simunovic
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6,117,418 | 340,068 | 6,951,514 | |||||||||
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Alex Walker
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6,159,878 | 255,148 | 6,993,974 | |||||||||
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J. Randall Waterfield
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5,474,508 | 1,625,888 | 6,308,604 | |||||||||
Proposal 2 - Stockholders voted in favor of the ratification of KPMG LLP as the Company’s independent registered public accountants.
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For
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Against
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Abstain
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Broker
Non-Votes
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13,324,189
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47,110 | 37,701 | - | |||||||||
Proposal 3 - Stockholders voted in favor of the increase of stock options available to be issued under the 2010 Incentive Plan.
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For
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Against
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Abstain
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Broker
Non-Votes
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4,883,450
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1,191,030 | 336,526 | 6,997,994 | |||||||||
Proposal 4 - Stockholders voted in favor of the amendment and restatement of the Tax Benefits Preservation Plan.
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For
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Against
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Abstain
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Broker
Non-Votes
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5,166,297
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861,343 | 383,366 | 6,997,994 | |||||||||
Proposal 5 - Stockholders voted in favor of the amendment of the Bylaws and Certificate of Incorporation of the Corporation..
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For
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Against
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Abstain
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Broker
Non-Votes
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6,010,146
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91,818 | 309,042 | 6,997,994 | |||||||||
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.
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SMTC CORPORATION
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Date: July 23, 2012
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By:
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/s/ ALEX WALKER
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Name:
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Alex Walker
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Title:
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Co-President, Co-Chief Executive Officer
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