8-K
TERADYNE, INC false 0000097210 0000097210 2020-05-08 2020-05-08

 

 

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 8, 2020

 

TERADYNE, INC.

(Exact Name of Registrant as Specified in Charter)

 

Massachusetts

 

001-06462

 

04-2272148

(State or Other Jurisdiction

of Incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

600 Riverpark Drive, North Reading, MA

 

01864

(Address of Principal Executive Offices)

 

(Zip Code)

Registrant’s telephone number, including area code (978) 370-2700

(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 (see General Instruction A.2. below):

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, par value $0.125 per share

 

TER

 

Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in 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

Teradyne, Inc. (the “Company”) held its 2020 Annual Meeting of Stockholders on May 8, 2020 (the “Annual Meeting”). At the Annual Meeting, the stockholders voted on the following proposals:

1. To elect the eight nominees named in the Company’s proxy statement filed with the Commission on March 27, 2020 to the Board of Directors to serve as directors for a one-year term. Each nominee for director was elected by a vote of the stockholders as follows:

Nominee

 

Votes For

   

Votes Against

   

Votes Abstained

   

Broker Non-Votes

 

Michael A. Bradley

   

135,733,692

     

2,630,019

     

83,206

     

11,513,015

 

Edwin J. Gillis

   

134,146,588

     

4,215,413

     

84,916

     

11,513,015

 

Timothy E. Guertin

   

137,422,832

     

942,554

     

81,531

     

11,513,015

 

Mark E. Jagiela

   

137,041,508

     

1,328,010

     

77,399

     

11,513,015

 

Mercedes Johnson

   

137,640,288

     

728,936

     

77,693

     

11,513,015

 

Marilyn Matz

   

136,694,684

     

1,674,774

     

77,459

     

11,513,015

 

Paul J. Tufano

   

134,156,640

     

4,199,464

     

90,813

     

11,513,015

 

Roy A. Vallee

   

134,241,358

     

4,115,968

     

89,591

     

11,513,015

 

2. To conduct an advisory vote on the compensation of the Company’s named executive officers. The compensation of the Company’s named executive officers was approved on an advisory basis by a vote of stockholders as follows:

Votes For

 

Votes Against

 

Votes Abstained

 

Broker Non-Votes

132,264,372

 

6,024,702

 

157,843

 

11,513,015

3. To ratify the selection of the firm of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2020. The proposal was approved by a vote of stockholders as follows:

Votes For

 

Votes Against

 

Votes Abstained

143,538,157

 

6,320,926

 

100,849


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 thereunto duly authorized.

 

 

TERADYNE, INC.

             

Dated: May 11, 2020

 

 

By:

 

/s/ Charles J. Gray

 

 

Name:

 

Charles J. Gray

 

 

Title:

 

V.P., General Counsel and Secretary