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. |
On May 20, 2021, Everspin Technologies, Inc. (the “Company”) held its 2021 Annual Meeting of Stockholders (the “2021 Annual Meeting”) at which the Company’s stockholders approved an amendment (the “Plan Amendment”) to the Everspin Technologies, Inc. Amended and Restated 2016 Equity Incentive Plan (the “Plan”) to increase the total number of authorized shares of common stock, par value $0.0001 per share (“Common Stock”), available for grant thereunder by 550,000 shares. The voting results relating to the approval of the Plan Amendment are set forth under 5.07 of this Current Report on Form 8-K.
The material terms of the Plan Amendment were described in the Company’s definitive proxy statement filed with the U.S. Securities Exchange Commission on April 6, 2021 (the “Proxy Statement”) under the caption “Proposal 3: Approval of Amendment to 2016 Plan to Increase the Number of Authorized Shares Under the Plan,” which description is incorporated herein by reference.
The descriptions of the Plan Amendment contained herein and in the Proxy Statement do not purport to be complete and are qualified in their entirety by reference to the full text of the Plan Amendment, which is attached hereto as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated herein by reference in its entirety.
| Item 5.07. | Submission of Matters to a Vote of Security Holders. |
The Company held the Annual Meeting on May 20, 2021. The following is a brief description of each matter voted upon at the Annual Meeting, as well as the final tally of the number of votes cast: (a) for or withheld with respect to the election of directors; (b) for, against or abstain for the ratification of the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2021; and (c) for, against or abstain for the approval of the Plan Amendment. Broker non-votes are also reported, as applicable. The voting results of each of these proposals, which were described in more detail in the Proxy Statement, are set forth below.
| Proposal 1: | Each of the five directors proposed by the Company for re-election was elected by the following votes to serve until the Company’s 2022 Annual Meeting of Stockholders or until his respective successor has been elected and qualified. The tabulation of votes on this matter was as follows: |
| Broker | ||||||||||||
| For | Withheld | Non-Votes | ||||||||||
| Darin Billerbeck | 7,016,311 | 274,008 | 3,497,167 | |||||||||
| Geoffrey R. Tate | 6,262,040 | 1,028,279 | 3,497,167 | |||||||||
| Lawrence G. Finch | 5,593,383 | 1,696,936 | 3,497,167 | |||||||||
| Michael B. Gustafson | 5,588,047 | 1,702,272 | 3,497,167 | |||||||||
| Geoffrey Ribar | 5,564,649 | 1,725,670 | 3,497,167 | |||||||||
| Proposal 2: | The appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2021 was ratified. The tabulation of votes on this matter was as follows: |
| Broker | ||||||||||||||
| For | Against | Abstain | Non-Votes | |||||||||||
| 10,743,787 | 21,874 | 21,825 | — | |||||||||||
| Proposal 3: | The Plan Amendment to increase the total number of authorized shares of Common Stock available for grant under the Plan by 550,000 shares was approved. The tabulation of votes on this matter was as follows: |
| Broker | ||||||||||||||
| For | Against | Abstain | Non-Votes | |||||||||||
| 4,455,838 | 2,589,574 | 244,907 | 3,497,167 | |||||||||||
| Item 9.01. | Financial Statements and Exhibits. |
| Exhibit No. | Description |
| 10.1 | First Amendment to the Everspin Technologies, Inc. Amended and Restated 2016 Equity Incentive Plan |
| 104 | Cover Page Interactive Data File (formatted as Inline XBRL) |
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.
| Everspin Technologies, Inc. | |||
| Dated: May 25, 2021 | By: | /s/ Darin Billerbeck | |
| Darin Billerbeck | |||
| Interim Chief Executive Officer | |||