8-KLeadership ChangesShareholder MattersExhibits & Filings

ENTEGRIS INC 8-K Report, Executive Changes (May 24, 2017)

Filed May 24, 2017For Securities:ENTG

Summary

This 8-K filing from Entegris, Inc. (ENTG) on May 24, 2017, primarily reports on the outcomes of its 2017 Annual Meeting of Stockholders. The most significant event for investors is the approval of the Second Amended and Restated Entegris Incentive Plan. This plan amendment, previously approved by the Board of Directors, allows for an increase in the maximum total dollar value of performance-based cash awards or other cash-based awards payable to any participant in a single fiscal year, raising the cap from $1,000,000 to $3,000,000. This change could impact executive compensation and the company's cash outflow related to incentive programs. The filing also details the voting results for several key proposals. All eight director nominees were elected, the appointment of KPMG LLP as the independent registered public accounting firm for 2017 was ratified, and the company's executive compensation was approved on an advisory basis. Furthermore, stockholders voted in favor of holding advisory votes on executive compensation annually. The approval of the amended incentive plan also passed with a majority of votes.

Key Highlights

  • 1Stockholders approved the Second Amended and Restated Entegris Incentive Plan.
  • 2The approved plan increases the maximum annual performance-based or cash-based award per participant from $1,000,000 to $3,000,000.
  • 3All eight director nominees were elected to serve until the 2018 Annual Meeting of Stockholders.
  • 4KPMG LLP was ratified as the Company's independent registered public accounting firm for 2017.
  • 5The company's Executive Compensation received advisory approval from stockholders.
  • 6Stockholders voted to hold advisory votes on Executive Compensation on an annual basis.
  • 7A quorum of 95.29% of outstanding shares was represented at the Annual Meeting.

Frequently Asked Questions

This 8-K filing primarily reports the results of Entegris, Inc.'s 2017 Annual Meeting of Stockholders, including the approval of key proposals such as amendments to the company's incentive plan and the election of directors.

The Second Amended and Restated Entegris Incentive Plan was approved, which increases the maximum total dollar value of performance-based or other cash-based awards that can be paid to any participant in a single fiscal year from $1,000,000 to $3,000,000.

Stockholders approved the company's executive compensation on an advisory basis with a significant majority of votes in favor. They also voted to have these advisory votes conducted annually.

No, all eight director nominees presented at the meeting were elected, with a substantial majority of votes cast in favor of each nominee.