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):  May 23, 2013
 
____________________
 
MICREL, INCORPORATED
(Exact name of Registrant as Specified in its Charter)
 
 
 
 
 
 
California
 
001-34020
 
94-2526744
(State or other jurisdiction
of incorporation)
 
(Commission
File Number)
 
(I.R.S. Employer
Identification No.)
 
2180 Fortune Drive, San Jose, California, 95131
(Address of Principal Executive Offices)
 
(408) 944-0800
(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:
 
¨
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.
 
Micrel, Incorporated (the “Company”) held its annual meeting of shareholders on May 23, 2013.
 
Set forth below are the number of votes cast for or against or withheld and the number of abstentions and broker non-votes and results with respect to each proposal voted upon at the meeting.
 
 
Proposal No. 1:  The following individuals were elected at the annual meeting to serve on the Company’s Board of Directors until the 2014 annual meeting and until their successors are duly elected and qualified:

 
Nominees
 
Voted
For
 
Authority Withheld
 
Broker 
Non-Votes
Raymond D. Zinn
 
52,812,592

 
645,076

 
2,875,708

John E. Bourgoin
 
48,958,674

 
4,498,994

 
2,875,708

Michael J. Callahan
 
51,806,066

 
1,651,602

 
2,875,708

Daniel Heneghan
 
52,905,779

 
551,889

 
2,875,708

Neil J. Miotto
 
53,098,696

 
358,972

 
2,875,708

Frank W. Schneider
 
51,797,023

 
1,660,645

 
2,875,708



Proposal No. 2:  The proposal to ratify the selection of KPMG LLP as the Company’s independent registered public accounting firm for 2013 was approved.

Voted For
 
Voted Against
 
Abstentions
 
Broker Non-Votes
56,000,425
 
61,077
 
271,874
 

Proposal No. 3:  The proposal to approve, on a non-binding, advisory basis, the compensation of the named executive officers as described in the proxy statement, was approved.

Voted For
 
Voted Against
 
Abstentions
 
Broker Non-Votes
51,461,396
 
1,716,695
 
279,577
 
2,875,708


2



SIGNATURE
 
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorized.
 

Date:  May 28, 2013
MICREL, INCORPORATED
 
 
 
 
 
 
By: 
/s/ Clyde R. Wallin
 
 
Name: 
Clyde R. Wallin
 
 
Title:  
Vice President, Finance and Human Resources
 
 
 
& Chief Financial Officer
 
 
 
 
 






 
                            
 

                                                             
 



3