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 8, 2015
CASCADE MICROTECH, INC.
(Exact name of registrant as specified in its charter)
Commission File Number: 000-51072
| Oregon | 93-0856709 | |
| (State or other jurisdiction of incorporation or organization) |
(I.R.S. Employer Identification No.) | |
| 9100 S.W. Gemini Drive Beaverton, Oregon |
97008 | |
| (Address of principal executive offices) | (Zip Code) | |
Registrant’s telephone number, including area code: (503) 601-1000
Former name or former address if changed since last report:
No Change
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 |
At the Cascade Microtech, Inc. (the “Company”) Annual Meeting of Shareholders held on May 8, 2015, the Company’s shareholders (i) elected three directors; (ii) ratified the appointment of KPMG LLP as the Company’s independent registered public accountants for the year ending December 31, 2015; (iii) approved an amendment to the Cascade Microtech, Inc. 2010 Stock Incentive Plan; and (iv) approved, as a non-binding advisory vote, the Company’s named executive officer compensation. Set forth below are the voting results for each of these proposals.
| Proposal 1. | Election of Directors to serve three-year terms: |
| Director Name |
Votes For | Votes Withheld | Broker Non-Votes |
|||||||||
| Dr. John Y. Chen |
12,585,321 | 375,614 | 2,419,214 | |||||||||
| John D. (“J.D.”) Delafield |
12,573,637 | 387,298 | 2,419,214 | |||||||||
| Martin L. Rapp |
12,794,955 | 165,980 | 2,419,214 | |||||||||
| Proposal 2. | Ratification of KPMG LLP as Independent Registered Public Accountant for the Year Ending December 31, 2015: |
| Votes For |
Votes Against |
Abstentions |
Broker Non-Votes | |||
| 15,174,427 |
205,722 | — | — |
| Proposal 3. | Approval of an amendment to the Cascade Microtech, Inc. 2010 Stock Incentive Plan: |
| Votes For |
Votes Against |
Abstentions |
Broker Non-Votes | |||
| 12,134,891 |
791,916 | 34,128 | 2,419,214 |
| Proposal 4. | Approval, as a non-binding advisory vote, the Company’s named executive officer compensation: |
| Votes For |
Votes Against |
Abstentions |
Broker Non-Votes | |||
| 12,908,791 |
13,840 |
38,304 |
2,419,214 |
2
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.
| Date: May 12, 2015 | CASCADE MICROTECH, INC. (Registrant) | |||||
| By: | /s/ JEFF KILLIAN | |||||
| Jeff Killian | ||||||
| Chief Financial Officer and Treasurer | ||||||
| (Principal Financial and Accounting Officer) | ||||||
3