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):  June 20, 2024

Balchem Corporation
(Exact name of registrant as specified in its charter)

Maryland
1-13648
13-2578432
(State or other jurisdiction of incorporation)
(Commission File Number)
(IRS Employer Identification No.)

5 Paragon Drive, Montvale, NJ 07645
(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code: (845) 326-5600

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
 
Common Stock,
par value $.06-2/3 per share
  
BCPC
  
The Nasdaq Stock Market LLC

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
 
Balchem Corporation (the “Company”) held its Annual Meeting of Shareholders on June 20, 2024. Set forth below is information regarding the results of the matters voted on by shareholders at the Annual Meeting:
 
1.          The election of four Class 2 director nominees to the Board of Directors to serve until the Annual Meeting of Shareholders in 2027 or until their successors are duly elected and qualified:
 
 
Director Nominee
  
Votes For
  
Votes Against
  
Abstained
  
Broker Non-Votes
 
Daniel Knutson
  
27,420,722
  
534,637
  
11,582
  
1,555,476
 
Joyce Lee
  
23,968,891
  
3,987,153
  
10,897
  
1,555,476
 
Olivier Rigaud
  
24,601,193
  
3,350,287
  
15,461
  
1,555,476
 
Monica Vicente
  
27,844,683
  
111,268
  
10,990
  
1,555,476

2.          The ratification of the appointment of RSM US LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2024:
 
 
Votes For
  
Votes Against
  
Abstained
 
28,981,040
  
536,045
  
5,332

 3.         Advisory approval of the compensation of the Company’s named executive officers:
 
 
Votes For
  
Votes Against
  
Abstained
  
Broker Non-Votes
 
27,117,930
  
813,592
  
35,419
  
1,555,476

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.

 
BALCHEM CORPORATION
   
 
By:/s/ Hatsuki Miyata
 
Hatsuki Miyata,
General Counsel and Secretary
Dated: June 24, 2024