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(Registrant’s
telephone number, including area code)
NA
(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:
i☐
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
i☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
i☐
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
i☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4c))
Securities registered pursuant to Section 12(b) of the Act:
Title
of each class
Trading symbol(s)
Number of each exchange on which registered
iCommon shares, EUR 0.20 par value
iNXPI
iThe
Nasdaq Global Select Market
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) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2).
Emerging growth company i☐
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.
NXP Semiconductors N.V. (the "Company") announced the results of its 2021 annual general meeting of shareholders held on May
26, 2021.
The Annual General Meeting of Shareholders voted upon the following resolutions:
1.Adoption of the 2020 statutory annual accounts
For
Against
Abstain
Broker Non-Votes
229,009,949
296,947
120,770
13,030,928
2. Discharge
the members of the Company’s Board of Directors (the “Board”) for their responsibilities in the financial year ended December 31, 2020
For
Against
Abstain
Broker Non-Votes
241,886,660
325,729
246,205
—
3a. Re-appointment
of Mr. Kurt Sievers as executive director with effect from May 26, 2021
For
Against
Abstain
Broker Non-Votes
229,118,436
244,565
64,665
13,030,928
3b. Re-appointment
of Sir Peter Bonfield as non-executive director with effect from May 26, 2021
For
Against
Abstain
Broker Non-Votes
171,157,782
58,202,553
67,331
13,030,928
3c. Appointment
of Ms. Annette Clayton as non-executive director with effect from May 26, 2021
For
Against
Abstain
Broker Non-Votes
228,794,318
295,289
338,059
13,030,928
3d. Appointment
of Mr. Anthony Foxx as non-executive director with effect from May 26, 2021
For
Against
Abstain
Broker Non-Votes
214,835,276
14,249,730
342,660
13,030,928
3e. Re-appointment
of Mr. Kenneth A. Goldman as non-executive director with effect from May 26, 2021
For
Against
Abstain
Broker Non-Votes
141,343,618
88,012,722
71,326
13,030,928
3f. Re-appointment
of Mr. Josef Kaeser as non-executive director with effect from May 26, 2021
For
Against
Abstain
Broker Non-Votes
209,100,498
20,257,896
69,272
13,030,928
3g. Re-appointment
of Ms. Lena Olving as non-executive director with effect from May 26, 2021
For
Against
Abstain
Broker Non-Votes
173,931,533
55,160,787
335,346
13,030,928
3h. Re-appointment
of Mr. Peter Smitham as non-executive director with effect from May 26, 2021
For
Against
Abstain
Broker Non-Votes
156,744,670
72,611,786
71,210
13,030,928
3i. Re-appointment
of Ms. Julie Southern as non-executive director with effect from May 26, 2021
For
Against
Abstain
Broker Non-Votes
220,507,750
8,857,228
62,688
13,030,928
3j. Re-appointment
of Ms. Jasmin Staiblin as non-executive director with effect from May 26, 2021
For
Against
Abstain
Broker Non-Votes
223,450,045
5,914,803
62,818
13,030,928
3k. Re-appointment
of Mr. Gregory L. Summe as non-executive director with effect from May 26, 2021
For
Against
Abstain
Broker Non-Votes
195,115,630
34,242,389
69,647
13,030,928
3l. Re-appointment
of Mr. Karl-Henrik Sundström as non-executive director with effect from May 26, 2021
For
Against
Abstain
Broker Non-Votes
172,392,742
56,969,453
65,471
13,030,928
4. Authorization
of the Board to issue ordinary shares of the Company (“ordinary shares”) and grant rights to acquire ordinary shares
For
Against
Abstain
Broker Non-Votes
241,655,490
750,642
52,462
—
5. Authorization
of the Board to restrict or exclude pre-emption rights accruing in connection with an issue of shares or grant of rights
For
Against
Abstain
Broker Non-Votes
237,335,307
5,045,233
78,054
—
6. Authorization
of the Board to repurchase ordinary shares
For
Against
Abstain
Broker Non-Votes
240,029,197
1,909,155
520,242
—
7. Authorization
of the Board to cancel ordinary shares held or to be acquired by the Company
For
Against
Abstain
Broker Non-Votes
240,890,187
1,463,000
105,407
—
8. Approval
of the amended remuneration of the non-executive members of the Board
For
Against
Abstain
Broker Non-Votes
227,117,377
1,713,490
596,799
13,030,928
9. Approval
on a non-binding, advisory basis of the compensation of our Named Executive Officers
For
Against
Abstain
Broker Non-Votes
149,518,865
79,471,549
437,252
13,030,928
Item
8.01 Other Events.
On May 27, 2021, the Board approved the payment of an interim dividend for the second quarter of 2021 of $0.5625 per ordinary share. The interim dividend will be paid in cash on July 6, 2021 to shareholders of record as of June 15, 2021.
Cover
Page Interactive Data File (formatted as Inline XBRL).
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.
