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EX-99.1 - PRESS RELEASE OF TRIQUINT SEMICONDUCTOR, INC. DATED MAY 15, 2013 - TRIQUINT SEMICONDUCTOR INCtqntexh9951513.htm


UNITED STATES
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)

May 14, 2013
 


TriQuint Semiconductor, Inc.
(Exact name of registrant as specified in its charter)

Delaware
 
000-22660
 
95-3654013
(State or other jurisdiction of incorporation)
 
(Commission File Number)
 
(IRS Employer
Identification No.)

2300 N.E. Brookwood Parkway
Hillsboro, Oregon 97124
(Address of principal executive offices, including zip code)

(503) 615-9000
(Registrant's telephone number, including area code)

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 (see General Instruction A.2. below):
[ ] 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))










Item 5.07
 Submission of Matters to a Vote of Security Holders

On May 14, 2013, TriQuint Semiconductor, Inc. (the “Company”) held its Annual Meeting of Stockholders in Hillsboro, Oregon. The Company solicited votes by proxy pursuant to proxy solicitation materials first distributed to the Company's stockholders on or about April 1, 2013. The following is a brief description of the matters voted on at the meeting, which are more fully described in the Company's definitive proxy statement filed with the Securities and Exchange Commission, and a statement of the number of votes cast for, withheld and against and the number abstentions and broker non-votes:

1.
The election of Charles Scott Gibson, David H.Y. Ho, Nicolas Kauser, Roderick D. Nelson, Ralph G. Quinsey, Dr. Walden C. Rhines, Steven J. Sharp and Willis C. Young as directors of the Company until the next Annual Meeting of Stockholders or until their successors are elected:
 
Nominee
For
Against
Abstain
Broker Non-Votes
Charles Scott Gibson
100,017,155
7,253,529
693,449
38,082,063
David H.Y. Ho
100,894,468
6,369,105
700,560
38,082,063
Nicolas Kauser
100,479,322
6,789,153
695,658
38,082,063
Roderick D. Nelson
100,921,645
6,347,877
694,611
38,082,063
Ralph G. Quinsey
100,639,896
6,695,458
628,779
38,082,063
Dr. Walden C. Rhines
100,668,329
6,624,284
671,520
38,082,063
Steven J. Sharp
100,443,085
6,784,217
736,831
38,082,063
Willis C. Young
100,532,266
6,742,434
689,433
38,082,063

2.
The ratification of the audit committee's appointment of KPMG LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2013:
 
For
Against 
Abstain
141,886,045
2,243,323
1,916,828

3.    The approval of the TriQuint 2013 Incentive Plan:
For
Against
Abstain
Broker Non-Votes
79,609,427
23,592,209
4,762,497
38,082,063

4.    The approval on an advisory basis, of the compensation of the Company's named executive officers:
For
Against
Abstain
Broker Non-Votes
99,465,595
7,603,514
895,024
38,082,063








Item 8.01    Other Events

On May 15, 2013, TriQuint Semiconductor, Inc. issued a press release announcing a $75 million stock repurchase program. A copy of this press release is furnished as Exhibit 99.1 to this Form 8-K.

Item 9.01     Financial Statements and Exhibits

(d) Exhibits

Exhibit No.
 
Description
 
 
 
99.1
 
Press Release of TriQuint Semiconductor, Inc. dated May 15, 2013






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.


 
TRIQUINT SEMICONDUCTOR, INC.
 
 
 
 
 
By:
/s/ Steve Buhaly
 
 
Steve Buhaly
 
 
Chief Financial Officer

Date: May 15, 2013






EXHIBIT INDEX

Exhibit No.
 
Description
 
 
 
99.1
 
Press Release of TriQuint Semiconductor, Inc. dated May 15, 2013