UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

 

 

FORM 8-K

 

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(D) OF THE

THE SECURITIES EXCHANGE ACT OF 1934

 

Date of report (Date of earliest event reported):

 

August 3, 2017

 

SMTC CORPORATION

 

(Exact name of registrant as specified in its charter)

 

         
Delaware   0-31051   98-0197680
(State or other jurisdiction of incorporation or organization)   (Commission File Number)   (I.R.S. Employer Identification No.)

 

7050 Woodbine Avenue, Suite 300

Markham, Ontario, Canada L3R 4G8

(Address of Principal Executive Offices) (Zip Code)

 

Registrant’s telephone number, including area code: (905) 479-1810

 

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))

 

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 standard provided pursuant to Section 13(a) of the Exchange Act.

 

 

 

 

 

 

Item 5.07 Submission of Matters to a Vote of Security Holders

 

The Company held its annual meeting of stockholders on August 1, 2017. 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 21, 2017. The final voting results for each proposal are set forth below.

 

 

Proposal 1 – Each of the four nominees for director was elected by the Company’s stockholders. The vote tabulation was as follows:

 

  Nominee For Withheld Broker Non-Votes  
  Clarke Bailey 7,894,254 579,023 6,378,641  
  David Sandberg 7,704,044 769,233 6,378,641  
  Edward Smith 7,920,114 553,163 6,378,641  
  J. Randall Waterfield 7,612,244 861,033 6,378,641  
  Frederick Wasserman 7,604,914 868,363 6,378,641  

 

Proposal 2 – The ratification of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for fiscal year ending December 31, 2017 was approved by the Company’s stockholders. The vote tabulation was as follows:

 

  For Against Abstain    
  13,555,511 1,249,120 47,287    

 

Proposal 3 – The ratification of the extension of the SMTC Corporation Tax Benefits Preservation Plan for an additional three year period.

 

  For Against Abstain Broker Non-Votes  
  7,849,553 604,874 18,850 6,378,641  

 

Proposal 4 – The non-binding advisory vote regarding the compensation of the Company’s named executives was approved by the Company’s stockholders. The vote tabulation was as follows:

 

  For Against Abstain Broker Non-Votes  
  7,880,192 482,590 110,495 6,378,641  

 

 

 

 

 

 

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: August 3, 2017 SMTC CORPORATION
     
  By: /s/ Edward Smith  
  Name: Edward Smith  
  Title: President and Chief Executive Officer