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

May 17, 2017
Date of Report (Date of earliest event reported)

FIRST SOLAR, INC.
(Exact name of registrant as specified in its charter)

Delaware
 
001-33156
 
20-4623678
(State or other jurisdiction of incorporation)
 
(Commission File Number)
 
(IRS Employer Identification No.)

350 West Washington Street
Suite 600
Tempe, Arizona 85281
(Address of principal executive offices, including zip code)

(602) 414-9300
(Registrant’s telephone number, including area code)

Not applicable
(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))

Indicate by check mark whether the registrant is an emerging growth company 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 o

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. o






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

First Solar, Inc. (“First Solar”) held its 2017 Annual Meeting of Stockholders (the “Annual Meeting”) on May 17, 2017. A description of each matter voted upon at the Annual Meeting is described in detail in First Solar’s definitive proxy statement filed with the Securities and Exchange Commission on April 5, 2017. The number of votes cast for and against and the number of abstentions and broker non-votes with respect to each matter voted upon are set forth below.

Proposal 1: To elect the following eleven nominees to First Solar’s board of directors, each to serve on the board of directors until the next annual meeting of stockholders or until his or her successor has been elected and qualified:
Nominees
 
Votes Cast For
 
Votes Cast Against
 
Abstentions
 
Broker Non-Votes
Michael J. Ahearn
 
65,844,496

 
945,594

 
119,951

 
20,674,349

Sharon L. Allen
 
66,404,897

 
422,978

 
82,166

 
20,674,349

Richard D. Chapman
 
65,998,715

 
781,534

 
129,792

 
20,674,349

George A. Hambro
 
66,032,949

 
748,011

 
129,081

 
20,674,349

Craig Kennedy
 
66,020,490

 
760,939

 
128,612

 
20,674,349

James F. Nolan
 
65,989,186

 
793,865

 
126,990

 
20,674,349

William J. Post
 
66,289,718

 
493,984

 
126,339

 
20,674,349

J. Thomas Presby
 
65,998,827

 
787,470

 
123,744

 
20,674,349

Paul H. Stebbins
 
59,749,546

 
7,029,622

 
130,873

 
20,674,349

Michael Sweeney
 
65,957,590

 
820,494

 
131,957

 
20,674,349

Mark R. Widmar
 
66,278,329

 
511,350

 
120,362

 
20,674,349


Proposal 2: To ratify the appointment of PricewaterhouseCoopers, LLP as First Solar’s independent registered public accounting firm for the year ending December 31, 2017:
Votes Cast For
 
Votes Cast Against
 
Abstentions
 
Broker Non-Votes
85,704,200

 
1,060,182

 
820,008

 


Proposal 3: Advisory vote on executive compensation:
Votes Cast For
 
Votes Cast Against
 
Abstentions
 
Broker Non-Votes
64,893,948

 
1,866,289

 
149,804

 
20,674,349


Proposal 4: Advisory vote on the frequency of the advisory vote on executive compensation:
One Year
 
Two Years
 
Three Years
 
Abstentions
 
Broker Non-Votes
26,305,507

 
141,487

 
40,273,941

 
189,106

 
20,674,349







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.

 
FIRST SOLAR, INC.
 
 
 
 
Dated: May 22, 2017
By:
 
/s/ PAUL KALETA
 
Name:
 
Paul Kaleta
 
Title:
 
Executive Vice President, General Counsel and Secretary



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