united states
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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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.
Techpoint, Inc. (the “Company”) held its Annual Meeting of Stockholders on May 30, 2024 (the “Annual Meeting”). At the Annual Meeting, the Company’s stockholders voted on three proposals as described in the Company’s definitive proxy statement filed with the U.S. Securities and Exchange Commission on April 19, 2024. Present at the Annual Meeting in person or by proxy were holders representing 13,963,676 shares of common stock, representing 75.69% of the total of 18,447,700 shares of common stock outstanding and entitled to vote at the Annual Meeting.
In accordance with the Japanese depositary shares (“JDS”) trust agreement, shares of common stock are to be voted by Mitsubishi UFJ Trust and Banking Corporation and The Master Trust Bank of Japan, Ltd. (collectively, the “Trustees”) upon receipt of specific instructions from individual JDS holders. If specific instructions are not received, the shares of common stock underlying JDS are presented below as “Broker Non-Votes”. However, in accordance with the terms of the JDS trust agreement, the Trustees under the JDS trust agreement report these votes as “Blank Votes” (as such term is defined in the JDS trust agreement), which are treated as being present at the meeting for purposes of determining if a quorum is established.
Proposal 1. The Company’s stockholders elected five directors to serve until the next annual meeting of stockholders or until their successors are duly elected and qualified.
Proposal |
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Votes For |
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Votes Withheld |
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Fumihiro Kozato |
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7,586,078 |
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17,433 |
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Dr. Feng Kuo, Ph.D. |
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7,590,187 |
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13,324 |
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Fun-Kai Liu |
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7,590,386 |
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13,125 |
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Robert Cochran |
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7,591,186 |
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12,325 |
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Dr. Yaichi Aoshima, Ph.D. |
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7,589,687 |
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13,824 |
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There were 6,360,165 Broker Non-Votes for Proposal 1, consisting of 6,360,165 Blank Votes.
Proposal 2. The Company’s stockholders approved, on a non-binding advisory basis, the compensation of the Company’s named executive officers.
Proposal |
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For |
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Against |
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Abstain |
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Proposal 2 |
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7,579,166 |
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92,127 |
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10,800 |
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There were 6,281,583 Broker Non-Votes for Proposal 2, consisting of 6,281,583 Blank Votes.
Proposal 3. The Company’s stockholders ratified the appointment of Macias Gini & O’Connell LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2024.
Proposal |
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For |
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Against |
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Abstain |
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Proposal 3 |
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7,660,665 |
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10,628 |
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10,800 |
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There were 6,281,583 Blank Votes.
SIGNATURE
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.
Dated: June 4, 2024 |
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Techpoint, Inc. |
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By: |
/s/ Fumihiro Kozato |
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Fumihiro Kozato |
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President and Chief Executive Officer |
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(Principal Executive Officer) |