UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM
CURRENT REPORT
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Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
(e) 2021 Equity Incentive Plan
On May 18, 2021, at our Annual Meeting of Stockholders (the “Annual Meeting”), our stockholders approved the Amkor Technology, Inc. 2021 Equity Incentive Plan (the “2021 Plan”), as described in our definitive proxy statement on Schedule 14A filed with the Securities and Exchange Commission on April 12, 2021 (the “Proxy Statement”), to replace our Second Amended and Restated 2007 Equity Plan, as amended. The 2021 Plan previously had been approved, subject to stockholder approval, by our Board of Directors.
A summary of the 2021 Plan is set forth in our Proxy Statement, which summary is incorporated by reference herein. The summary and foregoing description of the 2021 Plan are qualified in their entirety by reference to the text of the 2021 Plan, which is filed as Exhibit 10.1 hereto and incorporated by reference herein. Forms of the (i) Global Non-Employee Director Nonstatutory Stock Option Award Agreement, (ii) Global Non-Employee Director Restricted Stock Award Agreement, (iii) Global Stock Option Award Agreement, (iv) Global Restricted Stock Award Agreement, (v) Global Performance-Vested Restricted Stock Unit Award Agreement and (vi) Global Time-Vested Restricted Stock Unit Award Agreement under the 2021 Plan are attached hereto as Exhibits 10.2, 10.3, 10.4, 10.5, 10.6 and 10.7, respectively, and are incorporated by reference herein.
Item 5.07. Submission of Matters to a Vote of Security Holders.
At our Annual Meeting, the following proposals were adopted by the votes indicated.
| 1. | Election of a Board of Directors to hold office until the next Annual Meeting of Stockholders or until their respective successors have been elected or appointed. |
| Voted For | Withheld | Non-Votes | ||||
| James J. Kim |
217,848,090 | 7,757,162 | 7,361,637 | |||
| Susan Y. Kim |
217,806,566 | 7,798,686 | 7,361,637 | |||
| Giel Rutten |
223,047,464 | 2,557,788 | 7,361,637 | |||
| Douglas A. Alexander |
223,007,090 | 2,598,162 | 7,361,637 | |||
| Roger A. Carolin |
220,668,387 | 4,936,865 | 7,361,637 | |||
| Winston J. Churchill |
210,168,108 | 15,437,144 | 7,361,637 | |||
| Daniel Liao |
222,680,124 | 2,925,128 | 7,361,637 | |||
| MaryFrances McCourt |
223,824,699 | 1,780,553 | 7,361,637 | |||
| Robert R. Morse |
221,434,165 | 4,171,087 | 7,361,637 | |||
| Gil C. Tily |
219,586,648 | 6,018,604 | 7,361,637 | |||
| David N. Watson |
223,267,101 | 2,338,151 | 7,361,637 |
| 2. | Advisory Vote on the Compensation of our Named Executive Officers. |
| Voted For |
Against |
Abstain |
Non-Votes | |||
| 181,472,380 |
43,965,234 | 167,638 | 7,361,637 |
| 3. | Approval of the 2021 Plan. |
| Voted For |
Against |
Abstain |
Non-Votes | |||
| 220,361,663 |
5,137,070 | 106,519 | 7,361,637 |
| 4. | Ratification of the appointment of PricewaterhouseCoopers LLP as our independent registered public accounting firm for the year ending December 31, 2021. |
| Voted For |
Against |
Abstain |
Non-Votes | |||
| 228,770,505 |
4,100,323 | 96,061 | — |
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
| Exhibit | Description | |
| 10.1 | Amkor Technology, Inc. 2021 Equity Incentive Plan | |
| 10.2 | Form of Global Non-Employee Director Nonstatutory Stock Option Award Agreement | |
| 10.3 | Form of Global Non-Employee Director Restricted Stock Award Agreement | |
| 10.4 | Form of Global Stock Option Award Agreement | |
| 10.5 | Form of Global Restricted Stock Award Agreement | |
| 10.6 | Form of Global Performance-Vested Restricted Stock Unit Award Agreement | |
| 10.7 | Form of Global Time-Vested Restricted Stock Unit Award Agreement | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) | |
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.
| AMKOR TECHNOLOGY, INC. | ||
| By: | /s/ Mark N. Rogers | |
| Mark N. Rogers | ||
| Executive Vice President, General Counsel and Corporate Secretary | ||
Date: May 20, 2021