8-K

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

Date of Report (Date of earliest event reported):  May 12, 2021

BENCHMARK ELECTRONICS, INC.

(Exact name of registrant as specified in its charter)

Texas	1-10560	74-2211011
(State or other jurisdiction of incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

56 South Rockford Drive, Tempe, Arizona  85281

(Address of Principal Executive Offices)  (Zip Code)

Registrant’s telephone number, including area code:  (623) 300-7000

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 (see General Instruction A.2. below):

☐ 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	Name of each exchange on which registered
Common Stock, par value $0.10 per share	BHE	New York Stock Exchange, Inc.

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.

The Annual Meeting was held on May 12, 2021. All proposals were approved. The voting results for each of the proposals submitted to a vote of shareholders at the Annual Meeting are set forth below.

Name	For		Withheld
David W. Scheible		31,831,148		945,843
Bruce A. Carlson		32,541,241		235,750
Anne De Greef-Safft		32,042,967		734,024
Douglas G. Duncan		30,518,122		2,258,869
Robert K. Gifford		31,990,908		786,083
Kenneth T. Lamneck		32,073,560		703,431
Jeffrey S. McCreary		31,826,922		950,069
Merilee Raines		32,548,003		228,988
Jeffrey W. Benck		32,652,825		124,166

In addition, there were 1,097,147 broker non-votes on the Election of Directors. Based on the results, Messrs. Scheible, Carlson, Duncan, Gifford, Lamneck, McCreary, Benck and Mses. De Greef-Safft and Raines have been elected as Directors and will hold office until the Company’s 2022 Annual Meeting of Shareholders and until their respective successors are elected and qualified.

Say on Pay
	For		Against		Abstain		Non-Vote
		26,168,558		6,593,840		14,593		1,097,147

Ratification of Auditors
	For		Against		Abstain		Non-Vote
		32,615,171		1,251,194		7,773		-

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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.

	BENCHMARK ELECTRONICS, INC.
Date: May 17, 2021	By:	/s/ Stephen J. Beaver
		Stephen J. Beaver, Esq.
		Senior Vice President, General Counsel and Chief Legal Officer

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XML

Cover	May 12, 2021
Cover [Abstract]
Entity Central Index Key	0000863436
Document Type	8-K
Amendment Flag	false
Document Period End Date	May 12, 2021
Entity Registrant Name	BENCHMARK ELECTRONICS, INC.
Entity File Number	1-10560
Entity Incorporation, State or Country Code	TX
Entity Tax Identification Number	74-2211011
Entity Address, Address Line One	56 South Rockford Drive
Entity Address, City or Town	Tempe
Entity Address, State or Province	AZ
Entity Address, Postal Zip Code	85281
City Area Code	623
Local Phone Number	300-7000
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 $0.10 per share
Trading Symbol	BHE
Security Exchange Name	NYSE
Entity Emerging Growth Company	false