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 11, 2022
MAXAR TECHNOLOGIES INC.
(Exact name of Registrant as specified in its charter)
Delaware |
| 001-38228 |
| 83-2809420 |
(State of Incorporation) | (Commission File Number) | (IRS Employer Identification No.) | ||
1300 W. 120th Avenue, Westminster, Colorado | 80234 | |||
(Address of principal executive offices) | (Zip Code) | |||
303-684-7660 | ||||
(Registrant’s telephone number, including area code) |
N/A
(Former name or 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) |
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☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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☐ | 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:
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Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
Common stock, at $0.0001 par value | MAXR | New York Stock Exchange, Toronto Stock Exchange |
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 5.07Submission of Matters to a Vote of Security Holders.
On May 11, 2022, Maxar Technologies Inc. (“Company”) held its 2022 annual meeting of stockholders (“Annual Meeting”). The Company previously filed with the U.S. Securities and Exchange Commission a definitive proxy statement and related materials pertaining to the Annual Meeting, which describe in detail each of the three proposals submitted to stockholders at the Annual Meeting. The final results for the votes regarding each proposal are set forth below.
Proposal One: The Company’s stockholders elected each of the director nominees, each to serve for a one-year term expiring at the 2023 annual meeting of stockholders and until their respective successors are duly elected and qualified. The votes regarding this proposal were as follows:
Name of |
| Shares Voted |
| Shares |
| Shares |
| Broker Non-Votes |
|
Gen. Howell M. Estes III | 47,051,001 | 392,677 | 53,813 | 10,993,514 | |||||
Nick S. Cyprus | 47,239,630 | 198,762 | 59,099 | 10,993,514 | |||||
Roxanne J. Decyk | 46,340,153 | 1,105,005 | 52,333 | 10,993,514 | |||||
Joanne O. Isham | 47,108,672 | 345,874 | 42,945 | 10,993,514 | |||||
Daniel L. Jablonsky | 47,286,565 | 171,162 | 39,764 | 10,993,514 | |||||
Gen. C. Robert Kehler | 47,111,390 | 336,154 | 49,947 | 10,993,514 | |||||
Gilman Louie | 47,234,085 | 214,272 | 49,134 | 10,993,514 | |||||
Dr. L. Roger Mason, Jr. | 46,674,055 | 774,711 | 48,725 | 10,993,514 | |||||
Dr. Heather A. Wilson | 47,167,925 | 285,305 | 44,261 | 10,993,514 | |||||
Eric J. Zahler | 46,656,244 | 780,110 | 61,137 | 10,993,514 | |||||
Eddy Zervigon | 46,661,931 | 775,662 | 59,898 | 10,993,514 |
Proposal Two: The Company’s stockholders approved, on a non-binding advisory basis, the compensation of the Company’s named executive officers. The votes regarding this proposal were as follows:
Shares Voted For |
| Shares Voted Against |
| Shares Abstained |
| Broker Non-Votes |
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45,320,674 | 1,923,844 | 252,973 | 10,993,514 |
Proposal Three: The2 Company’s stockholders ratified the appointment of KPMG LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2022. The votes regarding this proposal were as follows:
Shares Voted For |
| Shares Voted Against |
| Shares Abstained |
| Broker Non-Votes | |
58,327,648 | 85,646 | 77,711 | -- |
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 12, 2022 | Maxar Technologies Inc. | |
By: | /s/ James C. Lee | |
Name: James C. Lee | ||
Title: Senior Vice President, General Counsel and Corporate Secretary |