0000940332-15-000018.txt : 20150518 0000940332-15-000018.hdr.sgml : 20150518 20150518081317 ACCESSION NUMBER: 0000940332-15-000018 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20150518 ITEM INFORMATION: Submission of Matters to a Vote of Security Holders FILED AS OF DATE: 20150518 DATE AS OF CHANGE: 20150518 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ANADIGICS INC CENTRAL INDEX KEY: 0000940332 STANDARD INDUSTRIAL CLASSIFICATION: SEMICONDUCTORS & RELATED DEVICES [3674] IRS NUMBER: 222582106 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-25662 FILM NUMBER: 15871887 BUSINESS ADDRESS: STREET 1: 141 MT. BETHEL ROAD CITY: WARREN STATE: NJ ZIP: 07059 BUSINESS PHONE: 9086685000 MAIL ADDRESS: STREET 1: 141 MT. BETHEL ROAD CITY: WARREN STATE: NJ ZIP: 07059 8-K 1 annualmeetingresults2015.htm 2015 ANNUAL MEETING RESULTS annualmeetingresults2015.htm
UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 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, 2015

Commission File Number: 0-25662

ANADIGICS, Inc.
(Exact name of registrant as specified in its charter)
   
Delaware
22-2582106
(State or other jurisdiction of incorporation or organization)
(I.R.S. Employer Identification No.)
   
141 Mt. Bethel Road, Warren, New Jersey
07059
(Address of principal executive offices)
(Zip Code)
   
(908) 668-5000
(Registrant's telephone number, including area code)

Item 5.07. Submission of Matters to a Vote of Security Holders.

On May 12, 2015, at the Annual Meeting of stockholders, ANADIGICS’ stockholders i) elected each of the director nominees, (ii) ratified the appointment of Ernst & Young LLP as ANADIGICS’ independent registered public accounting firm for the year ending December 31, 2015, (iii) approved, on an advisory basis, the compensation of ANADIGICS’ Named Executive Officers, (iv) approved the 2016 Employee Stock Purchase Plan and the authorization of 5,000,000 shares to be issuable thereunder, and (v) approved the 2015 Long-Term Incentive and Share Award Plan and the authorization of 10,000,000 shares to be issuable thereunder.

The final voting results with respect to each of the five proposals are set forth below:

Proposal 1. To elect two Class II directors of ANADIGICS to hold office until 2018.

   
For
    
Against
    
Broker Non-Vote
  
Ronald Michels
     25,896,286       648,117       48,028,929  
Richard Kelson
     25,253,255       1,291,148       48,028,929  




Proposal 2. To ratify the appointment of Ernst & Young LLP as ANADIGICS’ independent registered public accounting firm for the year ending December 31, 2015.

Number of Shares
  
For
    
Against
    
Abstain
  
  73,630,668       625,791       316,873  

Proposal 3. To approve, on an advisory basis, the compensation of ANADIGICS’ Named Executive Officers.

Number of Shares
  
For
    
Against
    
Abstain
    
Broker Non-Vote
  
  23,640,828       2,680,040       223,535       48,028,929  

Proposal 4. To approve the 2016 Employee Stock Purchase Plan and the authorization of 5,000,000 shares to be issuable thereunder.

Number of Shares
  
For
    
Against
    
Abstain
    
Broker Non-Vote
  
  23,444,045       2,702,041       398,317       48,028,929  

Proposal 5. To approve the 2015 Long-Term Incentive and Share Award Plan and the authorization of 10,000,000 shares to be issuable thereunder.

Number of Shares
  
For
    
Against
    
Abstain
    
Broker Non-Vote
  
  22,347,340       3,830,359       366,704       48,028,929  


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.

Date: May 18, 2015

ANADIGICS, Inc.
By: /s/ Terrence G. Gallagher
Name: Terrence G. Gallagher
Title: Executive Vice President and Chief Financial Officer