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 16, 2018

 

Axcelis Technologies, Inc.

(Exact name of registrant as specified in its charter)

 

Delaware

 

000-30941

 

34-1818596

(State or other jurisdiction

 

(Commission

 

(IRS Employer

of incorporation)

 

File Number)

 

Identification No.)

 

108 Cherry Hill Drive, Beverly, Massachusetts

 

01915

(Address of principal executive offices)

 

(Zip Code)

 

Registrant’s telephone number, including area code: (978) 787-4000

 

 

(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:

 

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

If an emerging growth company, indicate by check mark if 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.  o

 

 

 



 

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

 

(b) Patrick H. Nettles retired from the Board of Directors of Axcelis Technologies, Inc. (the “Company”) at the 2018 annual meeting of stockholders of the Company held on May 16, 2018.

 

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

 

The 2018 annual meeting of stockholders of the Company was held at the offices of the Company at 108 Cherry Hill Drive, Beverly, Massachusetts on May 16, 2018. Out of 32,134,166 shares of Common Stock (as of the record date of March 19, 2018) entitled to vote at the meeting, 29,262,816 shares, or 91.06%, were present in person or by proxy.

 

1.              At the Annual Meeting, each of the eight nominees for election as directors received the number of votes set opposite the nominee’s name, constituting a plurality of the votes cast, and therefore such nominee has been duly elected as a director of the Company:

 

Proposal 1

 

Proposal to elect the following

 

Number of Votes

 

Percentage of

 

nominees as a director

 

For

 

Withheld

 

Broker Non-Votes

 

Total Voted For

 

1. Tzu-Yin Chiu

 

24,726,478

 

36,549

 

4,499,619

 

99.85

%

2. Richard J. Faubert

 

24,659,023

 

104,004

 

4,499,619

 

99.58

%

3.  R. John Fletcher

 

24,537,379

 

225,648

 

4,499,619

 

99.09

%

4. Arthur L. George, Jr.

 

24,693,397

 

69,630

 

4,499,619

 

99.72

%

5.  Joseph P. Keithley

 

24,640,345

 

122,682

 

4,499,619

 

99.50

%

6. John T. Kurtzweil

 

24,686,318

 

76,709

 

4,499,619

 

99.69

%

7.  Mary G. Puma

 

24,689,517

 

73,510

 

4,499,619

 

99.70

%

8. Thomas St. Dennis

 

24,662,815

 

100,175

 

4,499,619

 

99.60

%

 

2.              The following sets forth the tally of the votes cast on the proposal to ratify the appointment by the Board of Directors of Ernst & Young LLP as independent auditors of the Company’s financial statements for the year ending December 31, 2018. A majority of the votes cast were voted in favor of the proposal, and therefore the appointment of auditors has been ratified by the stockholders:

 

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Proposal 2

 

 

 

Number of Votes

 

 

 

 

 

 

 

 

 

 

 

Broker

 

Percentage of

 

 

 

 

 

 

 

 

 

Non-

 

Total Voted

 

 

 

For

 

Against

 

Abstaining

 

Votes

 

For

 

Proposal to ratify the appointment of Ernst & Young LLP as independent auditors for the Company’s financial statements for the year ending December 31, 2018.

 

28,983,335

 

237,693

 

41,788

 

0

 

99.19

%

 

 

3.              The following sets forth the tally of the votes cast on the proposal that the stockholders of the Company advise the Board of Directors that they approve the compensation paid to the Company’s executive officers for fiscal 2017, as described under “Executive Compensation” in the proxy statement for the meeting. A majority of the votes cast were voted in favor of the proposal, and therefore such advisory vote has passed.

 

Proposal 3

 

 

 

Number of Votes

 

 

 

 

 

 

 

 

 

 

 

Broker

 

Percentage

 

 

 

 

 

 

 

 

 

Non-

 

of Total

 

 

 

For

 

Against

 

Abstaining

 

Votes

 

Voted For

 

Proposal that the stockholders of the Company advise the Board of Directors that they approve the compensation paid to the Company’s executive officers for fiscal 2017, as described under “Executive Compensation” in the proxy statement for this meeting.

 

23,821,451

 

584,466

 

357,280

 

4,499,619

 

97.61

%

 

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Item 8.01 Other Events.

 

On May 16, 2018, the Board of Directors of the Company:

 

·                  elected  Richard J. Faubert as the Chairman of the Board of Directors;

 

·                  appointed R. John Fletcher, Arthur L. George, Jr., John T. Kurtzweil, and Richard J. Faubert to serve as the Compensation Committee of the Board of Directors, with Mr. Fletcher designated as Chairman thereof;

 

·                  appointed  Joseph P. Keithley, John T. Kurtzweil and R. John Fletcher to serve as the Audit Committee of the Board of Directors, with Mr. Kurtzweil designated as Chairman thereof;

 

·                  appointed Tzu-Yin Chiu, Joseph P. Keithley, and Thomas St. Dennis  to serve as the Nominating and Governance Committee of the Board of Directors, with Mr. Keithley designated as Chairman thereof; and

 

·                  appointed Tzu-Yin Chiu, Richard J. Faubert, Arthur L. George, Jr., and Thomas St. Dennis to serve as the Technology and Product Development Committee of the Board of Directors, with Mr. George designated as Chairman thereof.

 

Such election and appointments are to serve until the next annual meeting of the Board of Directors and until such director’s successor has been elected and qualified, or until such director’s earlier death, resignation or removal.

 

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 17, 2018

Axcelis Technologies, Inc.

 

 

 

By:

/s/ Lynnette C. Fallon

 

 

Lynnette C. Fallon

 

 

Executive Vice President HR/Legal and General Counsel

 

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