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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 12, 2021

 

Axcelis Technologies, Inc.

(Exact name of registrant as specified in its charter)

 

Delaware   000-30941   34-1818596
(State or other jurisdiction   (Commission   (IRS Employer
of incorporation)   File Number)   Identification No.)

 

108 Cherry Hill Drive, Beverly, Massachusetts   01915
(Address of principal executive offices)   (Zip Code)

 

Registrant’s telephone number, including area code:  (978) 787-4000

 

(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   ACLS   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 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 Annual Meeting was held at the offices of the Company at 108 Cherry Hill Drive, Beverly, Massachusetts on May 12, 2021. Out of 33,774,559 shares of Common Stock (as of the record date of March 24, 2021) entitled to vote at the meeting, 30,137,057 shares, or 89.23%, were present in person or by proxy.

 

1.At the Annual Meeting, each of the eight nominees for election as directors received the number of votes set forth opposite the nominee’s name, constituting a plurality of the votes cast, and therefore such nominee has been duly elected as a director of the Company:

 

Proposal 1  Number of Votes     
Proposal to elect the following nominees as a director  For   Withheld   Broker Non-
Votes		   Percentage of Total Voted
For		 
1. Tzu-Yin Chiu   27,091,273    513,483    2,532,215    98.14%
2. Richard J. Faubert   27,557,390    47,366    2,532,215    99.83%
3.  Arthur L. George, Jr.   27,438,725    166,031    2,532,215    99.40%
4.  Joseph P. Keithley   26,261,286    1,343,470    2,532,215    95.13%
5. John T. Kurtzweil   27,559,156    45,600    2,532,215    99.83%
6.  Mary G. Puma   27,554,449    50,307    2,532,215    99.82%
7. Thomas St. Dennis   27,095,807    508,949    2,532,215    98.16%
8. Jorge Titinger   27,560,260    44,496    2,532,215    99.84%

 

2.The following sets forth the tally of the votes cast on the proposal to ratify the appointment by the Board of Directors of Ernst & Young LLP as independent auditors of the Company’s financial statements for the year ending December 31, 2021. A majority of the votes cast were voted in favor of the proposal, and therefore the appointment of auditors has been ratified by the stockholders:

 

 

 

 

Proposal 2  Number of Votes     
               Broker   Percentage of 
               Non-   Total Voted 
   For   Against   Abstaining   Votes   For 
Proposal to ratify the appointment of Ernst & Young LLP as independent auditors for the Company’s financial statements for the year ending December 31, 2021.   29,615,639    510,080    11,338    0    98.31%

 

3.The following sets forth the tally of the votes cast on the proposal that the stockholders of the Company advise the Board of Directors that they approve the compensation paid to the Company’s executive officers for fiscal 2020, as described under “Executive Compensation” in the Proxy Statement for the Annual Meeting. A majority of the votes cast were voted in favor of the proposal, and therefore such advisory vote has passed.

 

Proposal 3  Number of Votes     
               Broker   Percentage 
               Non-   of Total 
   For   Against   Abstaining   Votes   Voted For 
Proposal that the stockholders of the Company advise the Board of Directors that they approve the compensation paid to the Company’s executive officers for fiscal 2020, as described under “Executive Compensation” in the proxy statement for this meeting.   27,103,712    470,995    30,135    2,532,215    98.29%

 

Item 8.01. Other Events.

 

On May 13, 2021, the Board of Directors of the Company:

 

·elected Richard J. Faubert as the Chairman of the Board of Directors;

 

·appointed Arthur L. George, Jr., John T. Kurtzweil, Richard J. Faubert and Jorge Titinger to serve as the Compensation Committee of the Board of Directors, with Mr. George designated as Chairman thereof;

 

 

 

 

·appointed Joseph P. Keithley, John T. Kurtzweil, and Jorge Titinger to serve as the Audit Committee of the Board of Directors, with Mr. Kurtzweil designated as Chairman thereof;

 

·appointed Tzu-Yin Chiu, Joseph P. Keithley, and Thomas St. Dennis to serve as the Nominating and Governance Committee of the Board of Directors, with Mr. Keithley designated as Chairman thereof; and

 

·appointed Tzu-Yin Chiu, Richard J. Faubert, Arthur L. George, Jr., and Thomas St. Dennis to serve as the Technology and New Product Development Committee of the Board of Directors with Mr. St. Dennis designated as Chairman thereof.

 

Such election and appointments are to serve until the next annual meeting of the Board of Directors and until such director’s successor has been elected and qualified, or until such director’s earlier death, resignation or removal.

 

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 13, 2021 Axcelis Technologies, Inc.
   
  By: /s/ Lynnette C. Fallon
    Lynnette C. Fallon
    Executive Vice President HR/Legal and General Counsel