0001104659-19-030561.txt : 20190520 0001104659-19-030561.hdr.sgml : 20190520 20190520161740 ACCESSION NUMBER: 0001104659-19-030561 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20190520 ITEM INFORMATION: Submission of Matters to a Vote of Security Holders FILED AS OF DATE: 20190520 DATE AS OF CHANGE: 20190520 FILER: COMPANY DATA: COMPANY CONFORMED NAME: BRUKER CORP CENTRAL INDEX KEY: 0001109354 STANDARD INDUSTRIAL CLASSIFICATION: LABORATORY ANALYTICAL INSTRUMENTS [3826] IRS NUMBER: 043110160 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-30833 FILM NUMBER: 19838975 BUSINESS ADDRESS: STREET 1: 40 MANNING RD CITY: BILLERICA STATE: MA ZIP: 01821 BUSINESS PHONE: 978663-3660 MAIL ADDRESS: STREET 1: 40 MANNING RD CITY: BILLERICA STATE: MA ZIP: 01821 FORMER COMPANY: FORMER CONFORMED NAME: BRUKER BIOSCIENCES CORP DATE OF NAME CHANGE: 20030721 FORMER COMPANY: FORMER CONFORMED NAME: BRUKER DALTONICS INC DATE OF NAME CHANGE: 20000315 8-K 1 a19-10280_18k.htm 8-K

 

 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, DC 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): May 20, 2019

 

BRUKER CORPORATION

(Exact name of registrant as specified in its charter)

 

Delaware
(State or other jurisdiction
of incorporation)

 

000-30833
(Commission
File Number)

 

04-3110160
(IRS Employer
Identification No.)

 

40 Manning Road
Billerica, MA 01821
(Address of principal executive offices)(Zip Code)

 

Registrant’s telephone number, including area code: (978) 663-3660

 

Check the appropriate box if the Form 8-K filing is intended to simultaneously satisfy the reporting obligation of the registrant under any of the following provisions:

 

o                                    Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o                                    Soliciting material pursuant to Rule 14a-12 under the Exchange Act  (17 CFR 240.14a-12)

o                                    Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act  (17 CFR 240.14d-2(b))

o                                    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(b) of the Act:

 

Title of Each Class

 

Trading Symbol(s)

 

Name of Each Exchange on Which Registered

Common Stock, $0.01 par value per share

 

BRKR

 

The Nasdaq Global Select Market

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

 

Emerging growth company  o

 

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. o

 

 

 

 

Section 5 — Corporate Governance and Management

 

Item 5.07                                           Submission of Matters to a Vote of Security Holders.

 

The Company held its 2019 Annual Meeting of Stockholders on May 20, 2019. The proposals submitted by the Board of Directors to a vote of stockholders, and the results of the voting on each proposal, are indicated below.

 

Proposal No. 1— Election of Directors

 

The following nominees were elected by stockholders to serve as Class I directors until the Company’s 2022 Annual Meeting of Stockholders:

 

Nominees for Class III director:

 

For

 

Withheld

 

Broker
Non-Votes

Frank H. Laukien

 

128,099,545

 

3,327,461

 

2,929,134

John Ornell

 

129,816,832

 

1,610,174

 

2,929,134

Richard A. Packer

 

129,358,596

 

2,068,410

 

2,929,134

 

The following nominee was elected by stockholders to serve as a Class III director until the Company’s 2021 Annual Meeting of Stockholders:

 

Nominees for Class III director:

 

For

 

Withheld

 

Broker
Non-Votes

Robert Rosenthal

 

130,331,088

 

1,095,918

 

2,929,134

 

Proposal No. 2 — Advisory Vote on Compensation of Named Executive Officers

 

The proposal to approve, on an advisory basis, the 2018 compensation of the named executive officers as disclosed in the Company’s proxy statement for the 2019 Annual Meeting of Stockholders was approved based upon the following advisory vote:

 

For

 

Against

 

Abstain

 

Broker
Non-Votes

129,798,365

 

1,615,219

 

13,422

 

2,929,134

 

Proposal No. 3 — Ratification of the Appointment of Independent Registered Public Accounting Firm

 

The proposal to ratify the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for fiscal year 2019 was approved based upon the following votes:

 

For

 

Against

 

Abstain

 

Broker
Non-Votes

132,098,183

 

2,250,182

 

7,775

 

—

 

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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.

 

 

BRUKER CORPORATION

 

(Registrant)

 

 

Date: May 20, 2019

 

 

 

 

By:

/s/FRANK H. LAUKIEN

 

 

Frank H. Laukien, Ph.D.

 

 

President and Chief Executive Officer

 

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