INTEVAC INC (Form: 8-K, Received: 05/20/2019 16:02:54)

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 15, 2019

Date of Report (date of earliest event reported)

INTEVAC, INC.

(Exact name of Registrant as specified in its charter)

State of Delaware

0-26946

94-3125814

(State or other jurisdiction

of incorporation or organization)

(Commission File Number)

(IRS Employer

Identification Number)

3560 Bassett Street

Santa Clara, CA 95054

(Address of principal executive offices)

(408) 986-9888

(Registrant’s telephone number, including area code)

N/A

(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)

IVAC

The Nasdaq Stock Market LLC (Nasdaq) Global Select

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 5.07.

Submission of Matters to a Vote of Security Holders.

The matters voted upon at Intevac’s Annual Meeting held on May 15, 2019 and the results of such voting are set forth below:


	Affirmative Votes		Negative Votes		Votes Withheld		Abstentions and Broker Non-Votes
Proposal 1: Election of Directors
David S. Dury		15,769,744		N/A		257,886		5,445,037
Wendell T. Blonigan		15,897,798		N/A		129,832		5,445,037
Kevin D. Barber		15,899,171		N/A		128,459		5,445,037
Stephen A. Jamison		15,878,659		N/A		148,971		5,445,037
Mark P. Popovich		15,878,033		N/A		149,597		5,445,037
Thomas M. Rohrs		10,916,281		N/A		5,111,349		5,445,037
John F. Schaefer		11,751,110		N/A		4,276,520		5,445,037

All director nominees were duly elected.

	Affirmative Votes		Negative Votes		Votes Withheld		Abstentions and Broker Non-Votes
Proposal 2: Proposal to approve an amendment to the Intevac 2003 Employee Stock Purchase Plan to increase the number of shares reserved for issuance thereunder by 500,000 shares		15,754,022		257,923		—		5,460,722

Proposal 2 was approved.

	Affirmative Votes		Negative Votes		Votes Withheld		Abstentions and Broker Non-Votes
Proposal 3: Proposal to ratify the appointment of BPM LLP as independent public accountants for the fiscal year ending December 28, 2019		21,423,708		47,070		—		1,889

Proposal 3 was approved.

	Affirmative Votes		Negative Votes		Votes Withheld		Abstentions and Broker Non-Votes
Proposal 4: An Advisory Vote on Executive Compensation.		11,241,419		4,621,595		—		5,609,653

Proposal 4 was approved.

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.


						INTEVAC, INC.

Date: May 20, 2019						/s/ JAMES MONIZ
						James Moniz
						Executive Vice President, Finance and Administration,
						Chief Financial Officer and Treasurer