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 18, 2017
Everspin Technologies, Inc.
(Exact name of registrant as specified in its charter)
| Delaware | 001-37900 | 26-2640654 | ||
| (State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
1347 N. Alma School Road
Suite 220
Chandler, Arizona 85224
(Address of principal executive offices, including zip code)
(480) 347-1111
(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)) |
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.
On May 18, 2017, Everspin Technologies, Inc. (the “Company”) held its Annual Meeting of Stockholders. The following is a brief description of each matter voted upon at the Annual Meeting, as well as the final tally of the number of votes cast for or withheld with respect to the election of directors, and for or against the ratification of the appointment of Ernst & Young as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2017. A more complete description of each matter is set forth in the Company’s definitive proxy statement filed with the Securities and Exchange Commission on April 5, 2017.
| Proposal 1: | Each of the eight directors proposed by the Company for re-election was elected by the following votes to serve until the Company’s 2018 Annual Meeting of Stockholders or until his respective successor has been elected and qualified. The tabulation of votes on this matter was as follows: |
| For |
Withheld |
Broker Non-Votes | ||||
| Phillip LoPresti |
7,776,505 | 3,055 | 960,183 | |||
| Kevin Conley |
7,776,495 | 3,065 | 960,183 | |||
| Lawrence G. Finch |
7,013,797 | 765,763 | 960,183 | |||
| Ron Foster |
7,776,495 | 3,065 | 960,183 | |||
| Michael B. Gustafson |
7,770,582 | 8,978 | 960,183 | |||
| Peter Hébert |
7,058,963 | 720,597 | 960,183 | |||
| Stephen J. Socolof |
7,013,897 | 765,663 | 960,183 | |||
| Geoffrey R. Tate |
7,058,963 | 720,597 | 960,183 |
| Proposal 2: | The appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2017 was ratified. The tabulation of votes on this matter was as follows: |
| For |
Against |
Abstain |
Broker Non-Votes | |||
| 8,735,826 | 2,917 | 1,000 | — |
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.
| Everspin Technologies, Inc. | ||||||
| Dated: May 23, 2017 | ||||||
| By: | /s/ Phillip LoPresti | |||||
| Phillip LoPresti | ||||||
| President and Chief Executive Officer | ||||||