UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM
CURRENT REPORT
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| Item 5.07. | Submission of Matters to a Vote of Security Holders. |
The Company held its 2022 Annual Meeting of Stockholders on April 21, 2022. As of the close of business on the record date of March 15, 2022, there were 44,894,385 shares of the Company’s common stock outstanding and entitled to vote at the Annual Meeting. The number of shares of the Company’s common stock present at the meeting, in person or by proxy, was 35,138,963, or 78.27% of the outstanding shares entitled to vote.
At the meeting, the following proposals were submitted to a vote of the Company’s stockholders, with the final voting results indicated below:
Proposal 1 – Election of Directors. The Company’s stockholders elected the following six directors to serve until the 2023 Annual Meetings of Stockholders and until their respective successors are elected and qualified.
| For | Withheld | Broker Non- Votes |
||||||||||
| Camillo Martino |
24,839,877 | 1,466,889 | 8,832,197 | |||||||||
| Kyo-Hwa (Liz) Chung |
24,968,208 | 1,338,558 | 8,832,197 | |||||||||
| Melvin L. Keating |
22,054,886 | 4,251,880 | 8,832,197 | |||||||||
| Young-Joon (YJ) Kim |
24,971,845 | 1,334,921 | 8,832,197 | |||||||||
| Ilbok Lee |
22,943,219 | 3,363,547 | 8,832,197 | |||||||||
| Gary Tanner |
22,160,173 | 4,146,593 | 8,832,197 | |||||||||
Proposal 2 – Advisory Vote on the Compensation of the Named Executive Officers. The Company’s stockholders approved, on an advisory basis, the compensation of the Company’s named executive officers as disclosed in the Company’s 2022 proxy materials.
| For | Against | Abstained | Broker Non-Votes | |||
| 24,785,787 | 811,708 | 709,271 | 8,832,197 |
Proposal 3 – Ratification of the Appointment of Samil PricewaterhouseCoopers. The Company’s stockholders ratified the appointment of Samil PricewaterhouseCoopers as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2022.
| For | Against | Abstained | ||
| 34,720,547 | 404,794 | 13,622 |
There were no broker non-votes with respect to Proposal 3.
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.
| MAGNACHIP SEMICONDUCTOR CORPORATION | ||||||||
| Dated: April 25, 2022 | By: | /s/ Theodore Kim |
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| Theodore Kim | ||||||||
| Chief Compliance Officer, Executive Vice President, General Counsel and Secretary | ||||||||