6-K 1 zk2126432.htm 6-K


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 6-K

REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 OF
THE SECURITIES EXCHANGE ACT OF 1934
 
For the Month of August 2021

Commission File Number 0-28584

Check Point Software Technologies Ltd.
(Translation of registrant’s name into English)

5 Shlomo Kaplan Street, Tel Aviv, Israel
 (Address of principal executive office)

Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.

Form 20-F ☒ Form 40-F ☐

Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.

Yes ☐ No ☒

If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): N/A

This Form 6-K is incorporated by reference into the Registrant’s Form S-8 File Nos. 333-132954, 333-207335, 333-211113, 333-228075, 333-235322 and 333-240141.



Annual General Meeting
 
Check Point Software Technologies Ltd. (the “Company”) held its Annual General Meeting on August 10, 2021. A total of 99.1 million Ordinary Shares, par value NIS 0.01 per share, of the Company (“Ordinary Shares”) held by shareholders of record at the close of business on July 1, 2021 (the “Record Date”) were present and entitled to vote at the Annual General Meeting.

At the Annual General Meeting, the Company’s shareholders voted on the following five proposals:

Proposal 1:

To elect the following seven directors to the Board of Directors (the “Board”) to serve until the 2022 annual general meeting of shareholders:

Nominee
For
Against
Abstain
Gil Shwed
97,991,367
743,266
338,823
Jerry Ungerman
91,991,906
6,410,651
670,899
Rupal Hollenbeck
98,969,531
55,122
48,803
Tal Shavit
92,287,144
6,203,911
582,401
Eyal Waldman
98,538,916
191,997
342,543
Shai Weiss
82,537,312
15,959,402
576,742

Each of the nominees was elected by the Company’s shareholders by the requisite majority required under the Israeli Companies Law, 5759-1999 (the “Companies Law”).

Proposal 2:

To elect the following two directors as Outside Directors (within the meaning of the Companies Law) for a three year term:

Nominee
For
Against
Abstain
Yoav Chelouche
80,275,857
18,453,169
344,430
Guy Gecht
90,372,697
8,359,412
341,347

Of the Ordinary Shares held by shareholders that indicated that they do not have a Personal Interest and are not a Controlling Shareholder (as such terms are defined in the Companies Law), approximately 81.31% voted for the election of Mr. Chelouche and approximately 91.53% voted for the election of Mr. Gecht.

Each of the nominees was elected by the Company’s shareholders by the requisite majority required under the Companies Law.

Proposal 3:

To set the size of the Board at nine members:

For
Against
Abstain
98,877,035
158,257
38,164

Proposal 3 was approved by the Company’s shareholders by the requisite majority required under the Companies Law.


Proposal 4:

To approve the appointment and compensation of Company’s independent public accountants:

For
Against
Abstain
90,128,527
8,628,510
316,419

Proposal 4 was approved by the Company’s shareholders by the requisite majority required under the Companies Law.

Proposal 5:

To approve the compensation of the Company’s Chief Executive Officer:

For
Against
Abstain
89,228,513
9,744,185
100,758

Of the Ordinary Shares held by shareholders that indicated that they do not have a Personal Interest and are not a Controlling Shareholder (as such terms are defined in the Companies Law), approximately 86.84% voted for the approval of Proposal 5.

Proposal 5 was approved by the Company’s shareholders by the requisite majority required under the Companies Law.

Exhibit

Exhibit 99.1
Press Release of the Company, dated August 10, 2021, “Check Point Software Technologies Ltd. Shareholders Approve All 2021 Annual General Meeting Proposals”.


 
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, thereunto duly authorized.

Check Point Software Technologies Ltd.
 
     
By:
/S/ John Slavitt
 
Name:
John Slavitt
 
Title:
General Counsel
 

Date: August 10, 2021


Exhibit