false0000772406 0000772406 2019-08-02 2019-08-02


 



UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
______________
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934

Date of report (Date of earliest event reported):    August 2, 2019

 
CIRRUS LOGIC, INC.
 
(Exact name of Registrant as specified in its charter)
Delaware
 
0-17795
 
77-0024818
(State or Other Jurisdiction of
Incorporation or Organization)
 
(Commission
File Number)
 
(IRS Employer
Identification No.)
800 W. 6th Street
Austin,
TX
 
78701
(Address of Principal Executive Offices)
 
(Zip Code)
 
 
 
 
 
Registrant’s telephone number, including area code:
(512)
851-4000
 
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:
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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(g) of the Act:
Title of each class
 
Trading Symbol
 
Name
Common stock, $0.001 par value
 
CRUS
 
The NASDAQ Stock Market LLC
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 
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.
 
The Annual Meeting of Stockholders of Cirrus Logic, Inc. (the “Company”) was held on August 2, 2019. At the Annual Meeting, the Company’s stockholders voted on the following proposals described in detail in the Company’s Proxy Statement, dated June 5, 2019. Final voting results for each of the matters voted on at the meeting are set forth below.

Proposal One: Election of Directors.
Name
 
Votes For
 
Votes Withheld
 
Broker Non-Votes
John C. Carter
 
45,029,888
 
812,042
 
8,074,293
Alexander M. Davern
 
44,640,944
 
1,200,986
 
8,074,293
Timothy R. Dehne
 
44,791,654
 
1,050,276
 
8,074,293
Deirdre Hanford
 
45,474,683
 
367,247
 
8,074,293
Jason P. Rhode
 
45,441,706
 
400,224
 
8,074,293
Alan R. Schuele
 
44,795,190
 
1,046,740
 
8,074,293
David J. Tupman
 
44,191,515
 
1,650,415
 
8,074,293
Proposal Two: Ratification of the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending March 28, 2020.
Votes For
 
Votes Against
 
Votes Abstained
 
Broker Non-Votes
51,566,705
 
2,011,343
 
338,175
 
 
Proposal Three: Advisory vote to approve executive compensation.
Votes For
 
Votes Against
 
Votes Abstained
 
Broker Non-Votes
42,800,108
 
2,709,182
 
332,640
 
8,074,293

SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

 
 
 
CIRRUS LOGIC, INC.
 
 
 
 
 
 
 
 
 
 
 
 
 
Date:
August 5, 2019
By:
/s/ Gregory S. Thomas
 
 
 
 
Name:
Gregory S. Thomas
 
 
 
 
Title:
Senior Vice President, General Counsel, Corporate
Secretary