UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 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 |
Approval of Coherent Equity Incentive Plan
On April 27, 2020, the stockholders of Coherent, Inc. (the “Company”) approved the Company’s Equity Incentive Plan (the “Plan”). A description of the terms of the Plan is incorporated by reference herein to “Proposal Two — Approval of the Coherent Equity Incentive Plan” contained in the Company’s proxy statement on Schedule 14A filed with the Securities and Exchange Commission on April 6, 2020.
| ITEM 5.07. | Submission of Matters to a Vote of Securityholders |
On April 27, 2020, the Company held its annual meeting of stockholders (the “Annual Meeting”). Present at the Annual Meeting in person or by proxy were holders of 20,817,331 shares of the Company’s common stock, or approximately 86.1% of the total shares entitled to vote at the meeting. The voting results for each of the proposals considered at the Annual Meeting are provided below.
Proposal One
The stockholders elected each of the nominees listed below to serve on the Company’s board of directors.
| Nominee | Votes For | Votes Against | Abstentions | Broker Non-Votes | ||||
| Jay T. Flatley | 20,553,436 | 207,039 | 56,856 | – | ||||
| Pamela Fletcher | 20,577,163 | 184,199 | 55,969 | – | ||||
| Andreas W. Mattes | 20,508,164 | 250,390 | 58,777 | – | ||||
| Beverly Kay Matthews | 20,667,039 | 94,142 | 56,150 | – | ||||
| Michael R. McMullen | 20,575,873 | 184,807 | 56,651 | – | ||||
| Garry W. Rogerson | 20,066,448 | 691,797 | 59,086 | – | ||||
| Steve Skaggs | 20,663,205 | 96,693 | 57,433 | – | ||||
| Sandeep Vij | 19,756,188 | 1,002,915 | 58,228 | – |
Proposal Two
The stockholders voted to approve the Company’s Equity Incentive Plan.
| Votes For | Votes Against | Abstentions | Broker Non-Votes | |||
| 19,415,244 | 1,340,218 | 61,869 | – |
Proposal Three
The stockholders ratified the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the Company’s fiscal year ending October 3, 2020.
| Votes For | Votes Against | Abstentions | Broker Non-Votes | |||
| 20,475,585 | 333,665 | 8,081 | – |
Proposal Four
The stockholders voted to approve, on a non-binding, advisory basis, the Company’s named executive officer compensation.
| Votes For | Votes Against | Abstentions | Broker Non-Votes | |||
| 19,654,043 | 1,094,018 | 69,270 | – |
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.
| COHERENT, INC. | |||
| Date: April 30, 2020 | |||
| By: | /s/ Bret M. DiMarco | ||
| Bret M. DiMarco | |||
| Executive Vice President and General Counsel | |||