6-K 1 brhc10036509_6k.htm 6-K

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 6-K

REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE  13A-16  OR  15D-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934
 
For the month of April, 2022
 
Commission File Number:  001-38438

Spotify Technology S.A.
(Translation of registrant’s name into English)

42-44, avenue de la Gare
L-1610 Luxembourg
Grand Duchy of Luxembourg
(Address of principal executive office)



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 ☒ Form 40-F ☐
 
Indicate by check mark if the registrant is submitting the Form  6-K  in paper as permitted by regulation  S-T  Rule 101(b)(1):
 
Yes ☐ No ☒
 
Indicate by check mark if the registrant is submitting the Form  6-K  in paper as permitted by regulation  S-T  Rule 101(b)(7):
 
Yes ☐ No ☒



INFORMATION CONTAINED IN THIS REPORT ON FORM 6-K

Results of Annual General Meeting of the Company

Spotify Technology S.A. (the “Company”) held its 2022 annual general meeting of shareholders and holders of beneficiary certificates on April 20, 2022.  The Company’s shareholders and holders of beneficiary certificates considered the following proposals, each of which is described in greater detail in the Company’s proxy statement dated March 11, 2022.

1. Approval of the Company’s Annual Accounts and Consolidated Financial Statements

Based on the votes set forth below, the proposal to approve the Company’s annual accounts for the financial year ended December 31, 2021 and the Company’s consolidated financial statements for the financial year ended December 31, 2021 was approved.

 For    Against    Abstain
493,038,034
 
109,330
 
1,274,766

2. Approval of Allocation of the Company’s Annual Results

Based on the votes set forth below, the proposal to approve allocation of the Company’s annual results for the financial year ended December 31, 2021 was approved.

 For    Against    Abstain
494,362,547
 
17,783
 
41,800

3. Approval of Granting Discharge of Liability of the Board of Directors

Based on the votes set forth below, the proposal to grant discharge of the liability of the members of the Company’s board of directors (the “Board of Directors”) for, and in connection with, the financial year ended December 31, 2021 was approved.

 For    Against    Abstain
492,178,451
 
952,885
 
1,290,794

4. Appointment of Directors

Based on the votes set forth below, the following directors were elected as members of the Board of Directors for the period ending at the general meeting approving the annual accounts for the financial year ending on December 31, 2022.

     For    Against    Abstain
Daniel Ek (A Director)
 
472,041,598
 
22,352,205
 
28,327
Martin Lorentzon (A Director)
 
486,573,937
 
7,773,332
 
74,861
Shishir Samir Mehrotra (A Director)
 
487,676,295
 
6,668,100
 
77,735
Christopher Marshall (B Director)
 
483,743,901
 
10,641,987
 
36,242
Barry McCarthy (B Director)
 
489,582,137
 
4,808,755
 
31,238
Heidi O’Neill (B Director)
 
493,990,937
 
396,370
 
34,823
Ted Sarandos (B Director)
 
493,870,111
 
515,856
 
36,163
Thomas Owen Staggs (B Director)
 
492,049,578
 
2,219,701
 
152,851
Cristina Mayville Stenbeck (B Director)
 
493,941,766
 
445,207
 
35,157
Mona Sutphen (B Director)
 
493,792,512
 
593,507
 
36,111
Padmasree Warrior (B Director)
 
493,987,105
 
400,370
 
34,655


5. Appointment of Independent Auditor

Based on the votes set forth below, the proposal to appoint Ernst & Young S.A. (Luxembourg) as the Company’s independent auditor for the period ending at the general meeting approving the annual accounts for the financial year ending on December 31, 2022 was approved.

 For    Against    Abstain
494,105,453
 
174,881
 
141,796

6. Approval of 2022 Director Remuneration

Based on the votes set forth below, the proposal to approve the directors’ remuneration for the year 2022 was approved.

 For    Against    Abstain
467,276,473
 
27,089,058
 
56,599

7. Authorization and Empowerment to Execute and Deliver Documents Required by Luxembourg Laws

Based on the votes set forth below, the proposal to authorize and empower each of Mr. Guy Harles and Mr. Alexandre Gobert to execute and deliver, under their sole signature, on behalf of the Company and with full power of substitution, any documents necessary or useful in connection with the annual filing and registration required by the Luxembourg laws.

  For     Against     Abstain
494,360,379
 
24,163
 
37,588


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.

 
Spotify Technology S.A.
     
Date: April 20, 2022
By:
/s/ Eve Konstan
 
Name: 
Eve Konstan
 
Title:
General Counsel