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 15, 2018

INNOPHOS HOLDINGS, INC.

(Exact name of registrant as specified in its charter)

Registrant’s telephone number, including area code 609-495-2495

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:

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 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

As disclosed under Item 5.07 below, at the 2018 Annual Meeting of Stockholders (the “Meeting”) of Innophos Holdings, Inc. (the “Company”) held on May 15, 2018, the Company’s stockholders approved the Company’s 2018 Long-Term Incentive Plan (the “Plan”) that was previously approved by the Company’s Board of Directors and submitted to stockholders for approval at the Meeting. A summary of the Plan’s terms are set forth in the Company’s Proxy Statement on Schedule 14A relating to the Meeting filed with the Securities and Exchange Commission on April 11, 2018 (the “Proxy Statement”), which summary is incorporated herein by reference. Such summary is qualified in its entirety by reference to the Plan attached hereto as Exhibit 10.1 and incorporated herein by reference.

Item 5.07 Submission of Matters to a Vote of Security Holders.

At the Meeting, the Company’s stockholders voted on the four proposals disclosed in the Proxy Statement: (i) Proposal 1 – Election of seven members of the Board of Directors for terms extending until the next Annual Meeting; (ii) Proposal 2 – Ratification of Selection of PricewaterhouseCoopers LLP as Independent Registered Public Accounting Firm for 2018; (iii) Proposal 3 – Advisory Vote on Approval of Executive Compensation; and (iv) Proposal 4 – Approval of the Plan.

The final results of the voting were as follows:

Proposal 1 – Election of Board Members

Proposal 2 – Ratification of the Selection of Independent Registered Public Accounting Firm

Proposal 3 – Advisory Vote on Approval of Executive Compensation

Proposal 4 – Approval of the Innophos Holdings, Inc. 2018 Long-Term Incentive Plan

Item 9.01 Financial Statements and Exhibits.

SIGNATURES

According 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.