Delaware
|
000-25426
|
74-1871327
|
||
(State or other jurisdiction of incorporation)
|
(Commission File Number)
|
(IRS Employer
Identification No.) |
Emerging growth company
|
☐
|
Item 5.02
|
Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
|
Item 5.07
|
Submission of Matters to a Vote of Security Holders.
|
Proposal 1: Election of Directors
|
Votes For
|
Votes Withheld
|
Broker Non- Votes
|
Jeffrey L. Kodosky
|
104,570,614
|
8,433,157
|
11,504,047
|
Michael E. McGrath
|
111,290,716
|
1,713,055
|
11,504,047
|
Alexander M. Davern
|
111,337,955
|
1,665,816
|
11,504,047
|
Votes For
|
Votes Against
|
Abstentions
|
Broker Non-Votes
|
|
Proposal 2: To increase the number of shares reserved under NI's 1994 Employee Stock Purchase Plan by 3,000,000 shares
|
112,708,656
|
207,278
|
87,837
|
11,504,047
|
Votes For
|
Votes Against
|
Abstentions
|
Broker Non-Votes
|
|
Proposal 3: To ratify the appointment of Ernst & Young LLP as NI's independent registered public accounting firm for the fiscal year ending December 31, 2017
|
123,468,540
|
906,181
|
133,097
|
0
|
Votes For
|
Votes Against
|
Abstentions
|
Broker Non-Votes
|
|
Proposal 4: Advisory (non-binding) proposal on executive compensation
|
112,332,261
|
282,896
|
388,614
|
11,504,047
|
3 Years
|
2 Years
|
1 Year
|
Abstentions
|
|
Proposal 5: Advisory (non-binding) proposal on frequency of Stockholder Vote on Executive Compensation
|
41,606,292
|
139,917
|
70,816,943
|
440,619
|
Item 9.01
|
Financial Statements and Exhibits.
|
Exhibit No.
|
Description
|
|
10.1
|
1994 Employee Stock Purchase Plan, as amended.*
|
|
*
|
Incorporated by reference to Exhibit B of the National Instruments Corporation proxy statement dated and filed on March 30, 2017.
|
NATIONAL INSTRUMENTS CORPORATION
|
|||
By:
|
/s/ DAVID G. HUGLEY
|
||
David G. Hugley
Vice President & General Counsel; Secretary
|