UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of report (Date of earliest event reported):
(Exact Name of Registrant as Specified in Charter)
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(Commission File Number) |
(IRS Employer Identification No.) |
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| (Address of Principal Executive Offices) |
(Zip Code) |
Registrant’s telephone number, including area code
(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):
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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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:
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Trading Symbol(s) |
Name of each exchange on which registered | ||
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Indicate by check mark whether the registrant is an emerging growth company as defined in 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 |
Teradyne, Inc. (the “Company”) held its 2020 Annual Meeting of Stockholders on May 8, 2020 (the “Annual Meeting”). At the Annual Meeting, the stockholders voted on the following proposals:
1. To elect the eight nominees named in the Company’s proxy statement filed with the Commission on March 27, 2020 to the Board of Directors to serve as directors for a one-year term. Each nominee for director was elected by a vote of the stockholders as follows:
| Nominee |
Votes For |
Votes Against |
Votes Abstained |
Broker Non-Votes |
||||||||||||
| Michael A. Bradley |
135,733,692 |
2,630,019 |
83,206 |
11,513,015 |
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| Edwin J. Gillis |
134,146,588 |
4,215,413 |
84,916 |
11,513,015 |
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| Timothy E. Guertin |
137,422,832 |
942,554 |
81,531 |
11,513,015 |
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| Mark E. Jagiela |
137,041,508 |
1,328,010 |
77,399 |
11,513,015 |
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| Mercedes Johnson |
137,640,288 |
728,936 |
77,693 |
11,513,015 |
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| Marilyn Matz |
136,694,684 |
1,674,774 |
77,459 |
11,513,015 |
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| Paul J. Tufano |
134,156,640 |
4,199,464 |
90,813 |
11,513,015 |
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| Roy A. Vallee |
134,241,358 |
4,115,968 |
89,591 |
11,513,015 |
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2. To conduct an advisory vote on the compensation of the Company’s named executive officers. The compensation of the Company’s named executive officers was approved on an advisory basis by a vote of stockholders as follows:
| Votes For |
Votes Against |
Votes Abstained |
Broker Non-Votes | |||
| 132,264,372 |
6,024,702 |
157,843 |
11,513,015 |
3. To ratify the selection of the firm of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2020. The proposal was approved by a vote of stockholders as follows:
| Votes For |
Votes Against |
Votes Abstained | ||
| 143,538,157 |
6,320,926 |
100,849 |
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 thereunto duly authorized.
| TERADYNE, INC. | ||||||
| Dated: May 11, 2020 |
By: |
/s/ Charles J. Gray | ||||
| Name: |
Charles J. Gray | |||||
| Title: |
V.P., General Counsel and Secretary | |||||
Document and Entity Information |
May 08, 2020 |
|---|---|
| Cover [Abstract] | |
| Entity Registrant Name | TERADYNE, INC |
| Amendment Flag | false |
| Entity Central Index Key | 0000097210 |
| Document Type | 8-K |
| Document Period End Date | May 08, 2020 |
| Entity Incorporation State Country Code | MA |
| Entity File Number | 001-06462 |
| Entity Tax Identification Number | 04-2272148 |
| Entity Address, Address Line One | 600 Riverpark Drive |
| Entity Address, City or Town | North Reading |
| Entity Address, State or Province | MA |
| Entity Address, Postal Zip Code | 01864 |
| City Area Code | (978) |
| Local Phone Number | 370-2700 |
| Written Communications | false |
| Soliciting Material | false |
| Pre Commencement Tender Offer | false |
| Pre Commencement Issuer Tender Offer | false |
| Security 12b Title | Common Stock, par value $0.125 per share |
| Trading Symbol | TER |
| Security Exchange Name | NASDAQ |
| Entity Emerging Growth Company | false |