Current Report Filing (8-k)

Date : 05/22/2019 @ 2:02PM
Source : Edgar (US Regulatory)
Stock : Intel Corporation (INTC)
Quote : 52.335  -0.315 (-0.60%) @ 8:12PM
Intel share price Chart

Current Report Filing (8-k)

 

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, 2019

 

 

LOGO

INTEL CORPORATION

(Exact name of registrant as specified in its charter)

 

 

Delaware

 

000-06217

 

94-1672743

(State or Other Jurisdiction

of Incorporation)

  (Commission File Number)  

(IRS Employer

Identification No.)

 

2200 Mission College Blvd., Santa Clara, California

 

95054-1549

(Address of principal executive offices)   (Zip Code)

Registrant’s telephone number, including area code: (408) 765-8080

 

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:

 

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

 

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

 

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

 

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:

 

Title of each class

 

Trading

Symbol(s)

 

Name of each exchange

on which registered

Common stock, $0.001 par value   INTC   The Nasdaq Global Select Market

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    

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 5.02.

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

(e) Amendment and Restatement of the 2006 Equity Incentive Plan

The Board of Directors of Intel Corporation (“Intel”) previously approved, subject to stockholder approval, an amendment and restatement of Intel’s 2006 Equity Incentive Plan (the “EIP”). As described below under Item 5.07, Intel’s stockholders approved the amended and restated EIP at the 2019 Annual Stockholders’ Meeting held on May 16, 2019. The amended and restated EIP became effective upon stockholder approval and, among other changes, extended the term of the plan for an additional three years and increased by 80 million the number of shares available under the EIP, as described under Proposal 4 of Intel’s definitive proxy statement filed on Schedule 14A with the Securities and Exchange Commission on April 3, 2019, which description is incorporated herein by reference.

The foregoing description of the amended and restated EIP is qualified in its entirety by reference to the text of the amended and restated EIP, which is set forth in Appendix B to Intel’s definitive proxy statement filed on Schedule 14A with the Securities and Exchange Commission on April 3, 2019.

 

Item 5.07.

Submission of Matters to a Vote of Security Holders.

Intel’s Annual Stockholders’ Meeting was held on May 16, 2019. At the meeting:

 

  1)

stockholders elected the 10 persons recommended by the Board to serve as directors of Intel;

 

  2)

stockholders ratified the selection of Ernst & Young LLP to serve as the independent registered public accounting firm of Intel for 2019;

 

  3)

stockholders approved, on an advisory basis, Intel’s executive compensation of its listed officers;

 

  4)

stockholders approved the amendment and restatement of the 2006 Equity Incentive Plan;

 

  5)

stockholders did not approve the stockholder proposal on whether to allow stockholders to act by written consent;

 

  6)

stockholders did not approve the stockholder proposal requesting a report on the risks associated with emerging public policies addressing the gender pay gap; and

 

  7)

stockholders did not approve the stockholder proposal requesting an annual advisory vote on political contributions.

Set forth below, with respect to each such matter, are the number of votes cast for or against, the number of abstentions and the number of broker non-votes.

 

  1)

Election of Directors

 

Nominee   For   Against   Abstain   Broker Non-Votes

Aneel Bhusri

  3,061,935,451   54,468,482   12,495,336   800,968,971

Andy D. Bryant

  3,046,145,692   71,852,187   10,901,390   800,968,971

Reed E. Hundt

  3,005,855,247   111,507,601   11,536,421   800,968,971

Omar Ishrak

  3,057,935,118   59,366,726   11,597,425   800,968,971

Risa Lavizzo-Mourey

  3,044,662,306   72,938,668   11,298,295   800,968,971

Tsu-Jae King Liu

  3,091,057,224   26,368,785   11,473,260   800,968,971

Gregory D. Smith

  3,093,078,251   24,392,022   11,428,996   800,968,971

Robert (“Bob”) H. Swan

  3,107,669,977   10,273,914   10,955,378   800,968,971

Andrew Wilson

  3,069,105,541   48,412,857   11,380,871   800,968,971

Frank D. Yeary

  3,063,135,408   54,141,508   11,622,353   800,968,971


  2)

Ratification of Selection of Independent Registered Public Accounting Firm

 

For   Against   Abstain   Broker Non-Votes

3,774,307,496

  141,660,916   13,899,828   0

 

  3)

Advisory Vote to Approve Executive Compensation of Intel’s Listed Officers

 

For   Against   Abstain   Broker Non-Votes

1,871,423,408

  1,235,676,642   21,799,219   800,968,971

 

  4)

Approval of Amendment and Restatement of the 2006 Equity Incentive Plan

 

For   Against   Abstain   Broker Non-Votes

2,971,422,610

  137,877,719   19,598,940   800,968,971

 

  5)

Stockholder Proposal on Whether to Allow Stockholders to Act by Written Consent

 

For   Against   Abstain   Broker Non-Votes

1,266,426,993

  1,832,487,555   29,984,721   800,968,971

 

  6)

Stockholder Proposal Requesting a Report on the Risks Associated with Emerging Public Policies Addressing the Gender Pay Gap

 

For   Against   Abstain   Broker Non-Votes

901,312,023

  2,074,459,877   153,127,369   800,968,971

 

  7)

Stockholder Proposal Requesting an Annual Advisory Vote on Political Contributions

 

For   Against   Abstain   Broker Non-Votes

183,933,082

  2,895,468,215   49,497,972   800,968,971


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 hereunto duly authorized.

 

    INTEL CORPORATION
    (Registrant)
Date: May 22, 2019    

/s/ Irving S. Gomez

    Irving S. Gomez
    Assistant Corporate Secretary

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