UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
September 17, 2013
Date of report (Date of earliest event reported)
Integrated Device Technology, Inc.
(Exact name of registrant as specified in its charter)
Delaware | 0-12695 | 94-2669985 | ||
(State of Incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
6024 Silver Creek Valley Road, San Jose, California 95138
(Address of principal executive offices) (Zip Code)
(408) 284-8200
(Registrants 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)) |
Item 5.07 | Submission of Matters to a Vote of Security Holders. |
(a) On September 17, 2013, Integrated Device Technology, Inc. (IDT or the Company) held its annual meeting of stockholders (the Annual Meeting).
(b) At the Annual Meeting, stockholders voted on the following four proposals, each of which is described in detail in the Companys definitive proxy statement filed with the Securities and Exchange Commission (the Commission) on July 29, 2013 (the Proxy Statement).
Proposal 1. | The election of the eight nominees listed below to serve as members of the Companys Board of Directors until the 2014 annual meeting of stockholders or until their successors are duly elected and qualified. |
For | Withheld | Broker Non- Votes |
||||||||||
John Schofield |
118,266,033 | 13,243,918 | 10,487,624 | |||||||||
Jeff McCreary |
130,810,644 | 699,307 | 10,487,624 | |||||||||
Umesh Padval |
130,806,377 | 703,574 | 10,478,624 | |||||||||
Gordon Parnell |
129,660,722 | 1,849,229 | 10,487,624 | |||||||||
Donald Schrock |
129,718,147 | 1,791,804 | 10,487,624 | |||||||||
Ron Smith, Ph.D. |
130,804,824 | 705,127 | 10,487,624 | |||||||||
Peter Feld |
129,649,964 | 1,859,987 | 10,487,624 | |||||||||
Norman Taffe |
130,780,900 | 729,051 | 10,487,624 |
Proposal 2. | The approval, on a non-binding, advisory basis, of the compensation of the Companys named executive officers as disclosed in the Proxy Statement accompanying the notice of the Annual Meeting pursuant to the compensation disclosure rules of the Commission (Say-on-Pay). |
For |
Against | Abstain | Broker Non-Votes | |||||||||
129,131,414 |
964,633 | 1,413,904 | 10,487,624 |
Proposal 3. |
The appoval of an amendment and restatement to the 2004 Equity Plan to increase the number of shares reserved for issuance thereunder from 36,800,000 to 41,800,000. |
For |
Against | Abstain | Broker Non-Votes | |||||||||
119,048,763 |
11,056,343 | 1,404,845 | 10,487,624 |
Proposal 4. | The ratification of the selection, by the Audit Committee of the Companys Board of Directors, of PricewaterhouseCoopers LLP as the independent registered public accounting firm of the Company for its fiscal year ending March 30, 2014. |
For |
Against | Abstain | ||||||
139,881,274 |
714,378 | 1,401,923 |
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.
Date: September 19, 2013 | INTEGRATED DEVICE TECHNOLOGY, INC. | |||||
By: | /s/ BRIAN C. WHITE | |||||
Brian C. White | ||||||
Vice President, Chief Financial Officer (duly authorized officer) |