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(Registrant’s
telephone number, including area code)
N/A
(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-4(c))
Securities
registered pursuant to Section 12(b) of the Act:
Title of each class
Trading Symbol
Name of each exchange on which registered
iCommon Stock, par value $0.01 per share
iALGM
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 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
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.
On August 4, 2022, Allegro MicroSystems, Inc.
(the “Company”) held its Annual Meeting of Shareholders (the “Annual Meeting”). At the Annual Meeting, the three proposals, as described in the Company’s definitive proxy statement on Schedule 14A filed with the Securities Exchange Commission on June 22, 2022, were presented. At the Annual Meeting, the Company’s shareholders: (i) elected each of the four nominees, Messrs. Yoshihiro (Zen) Suzuki, David J. Aldrich, Kojiro (Koji) Hatano, and Paul Carl (Chip) Schorr IV, to serve as a Class II director until the 2025 annual meeting of shareholders and until each such director’s respective successor is elected and qualified; (ii) ratified the appointment of PricewaterhouseCoopers LLP as the
Company’s independent registered public accounting firm for the fiscal year ending March 31, 2023; and (iii) recommended that future shareholder advisory votes on executive compensation be held annually.
The final voting results for each matter submitted to a vote of shareholders at the Annual Meeting are as follows:
Proposal One: Election of Directors
Nominee
Votes For
Votes Withheld
Broker
Non-Votes
Yoshihiro (Zen) Suzuki
154,931,175
27,317,649
3,204,118
David J. Aldrich
154,711,928
27,536,896
3,204,118
Kojiro (Koji) Hatano
178,980,677
3,268,147
3,204,118
Paul Carl (Chip) Schorr IV
141,966,577
40,282,247
3,204,118
Proposal
Two: Ratification of Appointment of Independent Registered Public Accounting Firm
Votes For
Votes Against
Votes Abstained
Broker Non-Votes
185,422,137
2,274
28,531
0
Proposal Three: Advisory Vote on the Frequency of
Future Advisory Votes on Executive Compensation
1 Year
2 Years
3 Years
Votes Abstained
Broker Non-Votes
180,552,960
1,433,956
215,586
46,322
3,204,118
In
line with the advisory voting by our shareholders, the Company intends to include an advisory shareholder vote on executive compensation in its proxy statement every year until the next required advisory shareholder vote on the frequency of holding shareholder votes on executive compensation.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
Exhibit No.
Description
Exhibit
104
Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101).
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this Current Report on Form 8-K to be signed on its behalf by the undersigned
thereunto duly authorized.
