6-K

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 6-K

REPORT OF A FOREIGN ISSUER

PURSUANT TO RULE 13A-16 OR 15D-16

OF THE SECURITIES EXCHANGE ACT OF 1934

For May 2, 2014

ASML Holding N.V.

De Run 6501

5504 DR Veldhoven

The Netherlands

(Address of principal executive offices)

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

Form 20-F  x            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   x

If ‘‘Yes’’ is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b):

Exhibits
99.1	“ASML discloses results of Annual General Meeting of Shareholders,” press release dated April 23, 2014
99.2	Update on share buy-back program

2

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.

	ASML HOLDING N.V. (Registrant)
Date: May 2, 2014	By:	/s/ Peter T.F.M. Wennink
		Peter T.F.M. Wennink
		Chief Executive Officer

3

EX-99.1

Exhibit 99.1

Press Releases

ASML Discloses Results of Annual General Meeting of Shareholders

VELDHOVEN, the Netherlands, 23 April 2014—ASML Holding NV (ASML) today announces the results of its Annual General Meeting of Shareholders held on 23 April 2014.

The General Meeting of Shareholders adopted ASML’s statutory financial statements for the financial year 2013.

In addition, the General Meeting of Shareholders approved the following items:

• Discharge of the members of the Board of Management and the Supervisory Board from liability for their responsibilities in the financial year 2013.

• Proposal to adopt a 2013 dividend of EUR 0.61 per ordinary share of EUR 0.09.

• Proposal to adopt some adjustments to the Remuneration Policy (version 2014) for the Board of Management.

• The maximum number of shares for the Board of Management for 2015, and the maximum number of stock options, respectively shares, for employees.

• The reappointment of Mr. F.W. Fröhlich, and the appointment of Mr. J.M.C. Stork, as members of the Supervisory Board effective April 23, 2014.

• Proposal to adjust the remuneration of the Supervisory Board.

• The reappointment of the External Auditor for the reporting year 2015.

• Proposal to authorize the Board of Management for a period of 18 months from April 23, 2014: (i) to issue shares or rights to subscribe for shares in the capital of the Company, limited to 5 percent of the issued share capital of the Company at the time of the authorization; (ii) to issue an additional 5 percent of the issued share capital only in connection with mergers, acquisitions and/or (strategic) alliances; and (iii) to authorize the Board of Management to restrict or exclude the pre-emption rights in connection with any such issuance, all subject to the approval of the Supervisory Board.

• Proposal to extend the existing authority of the Board of Management to acquire through October 23, 2015 a maximum of 20% of ASML’s outstanding share capital, subject to the approval of the Supervisory Board. The shares can be acquired at a price between the nominal value of the shares acquired and 110 percent of the average market price for these securities on Euronext Amsterdam or Nasdaq Global Select Market. The AGM also authorized the cancellation of up to 20% of the outstanding share capital of ASML as of April 23, 2014.

The following subjects were also discussed at the General Meeting of Shareholders:

• The Company’s business and financial situation.

• The execution of the Remuneration Policy (version 2010) for the Board of Management over the financial year 2013.

• ASML’s Corporate Governance.

• ASML’s reserves and dividend policy.

Contacts

ASML

Lucas van Grinsven

Communication Worldwide | Corporate

corpcom@asml.com

+31.40.268.3949

ASML

Niclas Mika

Corporate Communications

corpcom@asml.com

+31.40.268.9670

ASML

Craig DeYoung

VP Investor Relations Worldwide

craig.deyoung@asml.com

+1.480.696.2762

ASML

Franki D’Hoore

Director Investor Relations

franki.dhoore@asml.com

+31.40.268.6494

• The notification of the intended reappointments of Mr. P.T.F.M. Wennink and Mr. M.A. van den Brink as members of the Board of Management of ASML Holding N.V. These reappointments are effective as of this AGM.

• The notification of the intended reappointment of Mr. F.J.M. Schneider-Maunoury as member of the Board of Management of ASML Holding N.V. This reappointment is effective as of this AGM.

• The notification of the intended appointment of Mr. W.U. Nickl as member of the Board of Management of ASML Holding N.V. This appointment is effective as of this AGM.

• Composition of the Supervisory Board in 2015: Ms. H.C.J. van den Burg and Mr. F.W. Fröhlich will retire by rotation in 2015.

The presentation given at the Annual General Meeting of Shareholders and the recording of an audio webcast are available at www.asml.com.

About ASML

ASML makes possible affordable microelectronics that improve the quality of life. ASML invents and develops complex technology for high-tech lithography machines for the semiconductor industry. ASML’s guiding principle is continuing Moore’s Law towards ever smaller, cheaper, more powerful and energy-efficient semiconductors. Our success is based on three pillars: technology leadership combined with customer and supplier intimacy, highly efficient processes and entrepreneurial people. We are a multinational company with over 70 locations in 16 countries, headquartered in Veldhoven, the Netherlands. We employ more than 13,400 people on payroll and flexible contracts (expressed in full time equivalents). Our company is an inspiring place where employees work, meet, learn and share. ASML is traded on Euronext Amsterdam and NASDAQ under the symbol ASML. More information about ASML, our products and technology, and career opportunities is available on: www.asml.com

EX-99.2

Exhibit 99.2

ASML share buy back program

Repurchase up to € 1.0 billion in the 2013 - 2014 timeframe

Announced 17 April 2013
Repurchased of total program:	48.7	%

Date	Repurchased shares		Average price		Repurchased value
18 Apr - 19 Apr 2013		112,500	€	54.94	€	6,180,721
22 Apr - 26 Apr 2013		155,000	€	55.42	€	8,589,687
29 Apr - 3 May 2013		30,000	€	56.49	€	1,694,822
6 May - 10 May 2013		64,239	€	58.49	€	3,757,469
13 May - 17 May 2013		96,000	€	60.28	€	5,786,505
20 May - 24 May 2013		85,718	€	62.03	€	5,316,686
27 May - 31 May 2013		144,017	€	64.05	€	9,224,709
3 Jun -7 Jun 2013		331,903	€	61.78	€	20,503,666
10 Jun - 14 Jun 2013		167,639	€	59.78	€	10,020,627
17 Jun - 21 Jun 2013		197,892	€	59.22	€	11,718,658
24 Jun - 28 Jun 2013		52,000	€	57.96	€	3,013,820
1 Jul - 5 Jul 2013		111,462	€	62.54	€	6,970,509
8 Jul - 12 Jul 2013		99,247	€	66.03	€	6,552,886
15 Jul - 19 Jul 2013		19,945	€	67.33	€	1,342,932
22 Jul - 26 Jul 2013		38,832	€	67.06	€	2,604,075
29 Jul - 2 Aug 2013		72,500	€	67.50	€	4,893,872
5 Aug - 9 Aug 2013		52,562	€	68.56	€	3,603,782
12 Aug - 16 Aug 2013		79,366	€	68.90	€	5,468,114
19 Aug - 23 Aug 2013		29,156	€	67.59	€	1,970,775
26 Aug - 30 Aug 2013		101,513	€	66.56	€	6,756,851
2 Sept - 6 Sept 2013		27,913	€	67.44	€	1,882,482
9 Sept - 13 Sept 2013		69,900	€	67.26	€	4,701,429
16 Sept - 20 Sept 2013		23,102	€	69.29	€	1,600,637
23 Sept - 27 Sept 2013		48,581	€	71.73	€	3,484,505
30 Sept - 4 Oct 2013		63,575	€	73.70	€	4,685,233
7 Oct - 11 Oct 2013		86,299	€	72.60	€	6,264,987
14 Oct - 18 Oct 2013		200,135	€	68.00	€	13,609,172
21 Oct- 25 Oct 2013		107,495	€	67.92	€	7,300,641
28 Oct - 1 Nov 2013		183,589	€	68.71	€	12,614,755
4 Nov - 8 Nov 2013		403,652	€	66.81	€	26,967,404
11 Nov - 15 Nov 2013		239,263	€	65.07	€	15,569,545
18 Nov - 22 Nov 2013		101,816	€	66.00	€	6,720,356
25 Nov - 29 Nov 2013		142,415	€	68.71	€	9,785,962
2 Dec - 6 Dec 2013		577,628	€	67.93	€	39,237,725
9 Dec - 13 Dec 2013		272,697	€	66.09	€	18,023,627
16 Dec - 20 Dec 2013		24,628	€	64.17	€	1,580,339
20 Jan - 24 Jan 2014		355,000	€	65.03	€	23,086,685
27 Jan - 31 Jan 2014		192,500	€	63.35	€	12,194,415
3 Feb - 7 Feb 2014		181,536	€	62.82	€	11,403,750
10 Feb - 14 Feb 2014		170,500	€	64.46	€	10,991,254
17 Feb - 21 Feb 2014		282,500	€	65.08	€	18,385,483
24 Feb - 28 Feb 2014		328,000	€	63.26	€	20,748,090
3 Mar - 7 Mar 2014		62,864	€	65.45	€	4,114,454
10 Mar - 14 Mar 2014		368,420	€	64.83	€	23,883,258
17 Mar - 21 Mar 2014		209,000	€	66.35	€	13,867,507
24 Mar - 28 Mar 2014		125,000	€	66.37	€	8,295,970
31 Mar - 4 Apr 2014		85,000	€	67.39	€	5,727,935
7- Apr -11 Apr 2014		338,000	€	65.64	€	22,185,251
14 Apr - 18 Apr 2014		1,855	€	62.50	€	115,932
21 Apr - 25 Apr 2014		205,000	€	59.63	€	12,224,460
Total		7,519,354	€	64.80	€	487,224,407