UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date
of earliest event reported):
(Exact name of registrant as specified in its charter)
| (State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
(Address of principal executive offices, including zip code)
(
(Registrant’s telephone number, including area code)
Not Applicable
(Former name or former address, if changed since last report.)
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(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||
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. |
On May 23, 2024, Everspin Technologies, Inc. (“Everspin”) held its 2024 Annual Meeting of Stockholders (the “Annual Meeting”). 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 Everspin’s independent registered public accounting firm for the fiscal year ending December 31, 2024; and (c) for, against or abstain for the approval, on an advisory basis, of the compensation of Everspin’s named executive officers, commonly known as a “say-on-pay” proposal. Broker non-votes are also reported. A more complete description of each matter is set forth in Everspin’s definitive proxy statement filed with the Securities and Exchange Commission on April 12, 2024.
| Proposal 1: | Each of the seven directors proposed by Everspin for election was elected by the following votes to serve until Everspin’s 2025 Annual Meeting of Stockholders or until his or her respective successor has been elected and qualified. The tabulation of votes on this matter was as follows: |
| For | Withheld | Broker Non-Votes | |||||||
| Darin G. Billerbeck | 10,285,804 | 123,491 | 3,760,345 | ||||||
| Geoffrey Ribar | 9,965,389 | 443,906 | 3,760,345 | ||||||
| Lawrence G. Finch | 9,878,350 | 530,945 | 3,760,345 | ||||||
| Sanjeev Aggarwal, Ph.D. | 10,324,538 | 84,757 | 3,760,345 | ||||||
| Tara Long | 7,129,830 | 3,279,465 | 3,760,345 | ||||||
| Glen Hawk | 10,169,127 | 240,168 | 3,760,345 | ||||||
| Douglas Mitchell | 10,326,291 | 83,004 | 3,760,345 |
| Proposal 2: | The appointment of Ernst & Young LLP as Everspin’s independent registered public accounting firm for the fiscal year ending December 31, 2024 was ratified. The tabulation of votes on this matter was as follows: |
| For | Against | Abstain | Broker Non-Votes | |||||||
| 13,950,084 | 193,104 | 26,452 | - |
| Proposal 3: | The advisory vote to approve the compensation of Everspin’s named executive officers was approved. The tabulation of votes on this matter was as follows: |
| For | Against | Abstain | Broker Non-Votes | |||||||
| 9,973,328 | 262,783 | 173,184 | 3,760,345 |
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 28, 2024 | By: | /s/ Anuj Aggarwal |
| Anuj Aggarwal | ||
| Chief Financial Officer | ||
Cover |
May 23, 2024 |
|---|---|
| Cover [Abstract] | |
| Document Type | 8-K |
| Amendment Flag | false |
| Document Period End Date | May 23, 2024 |
| Entity File Number | 001-37900 |
| Entity Registrant Name | Everspin Technologies, Inc. |
| Entity Central Index Key | 0001438423 |
| Entity Tax Identification Number | 26-2640654 |
| Entity Incorporation, State or Country Code | DE |
| Entity Address, Address Line One | 5670 W. Chandler Blvd., |
| Entity Address, Address Line Two | Suite 130 |
| Entity Address, City or Town | Chandler |
| Entity Address, State or Province | AZ |
| Entity Address, Postal Zip Code | 85226 |
| City Area Code | 480 |
| Local Phone Number | 347-1111 |
| Written Communications | false |
| Soliciting Material | false |
| Pre-commencement Tender Offer | false |
| Pre-commencement Issuer Tender Offer | false |
| Title of 12(b) Security | Common Stock, par value $0.0001 |
| Trading Symbol | MRAM |
| Security Exchange Name | NASDAQ |
| Entity Emerging Growth Company | false |
D(GP&LK\,S4-AB.G8RF
M2&]B]#V,YU#BG/]3(U45%K"FHO409.B1P74&0ZRQB28)UD-N5G0&[O+H YMR
MR"9JZJ8IGJ,.>%,.]D9/)508H'Q3F:B\]E-L.>F.7F=Z_S!YU!Y:YU;*O8=7
MLN48Y0]02P,$% @ *H"\6"0>FZ*M ^ $ !H !X;"]?