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NXP Semiconductors N.V. 8-K Report, Shareholder Vote Results (May 27, 2021)

Filed May 27, 2021For Securities:NXPI

Summary

NXP Semiconductors N.V. (NXPI) filed an 8-K on May 27, 2021, to report the results of its 2021 annual general meeting of shareholders held on May 26, 2021, and to announce a quarterly dividend. The shareholder meeting saw overwhelming approval for key resolutions, including the adoption of the 2020 statutory annual accounts, discharge of the Board of Directors, and the re-appointment/appointment of several directors, including Mr. Kurt Sievers as executive director. Furthermore, shareholders overwhelmingly authorized the Board to issue ordinary shares, grant rights to acquire shares, restrict or exclude pre-emption rights, repurchase ordinary shares, and cancel treasury shares. The amended remuneration of non-executive directors was also approved. On a non-binding advisory basis, the compensation of Named Executive Officers received approval. In a separate but related announcement, the Board approved a second-quarter 2021 interim dividend of $0.5625 per ordinary share, payable in July.

Key Highlights

  • 1All major resolutions presented at the 2021 Annual General Meeting of Shareholders were overwhelmingly approved.
  • 2Shareholders re-appointed Mr. Kurt Sievers as executive director and approved the appointment of Ms. Annette Clayton and Mr. Anthony Foxx as non-executive directors.
  • 3The Board of Directors received broad authorization to issue and repurchase ordinary shares, and to manage share-related rights, indicating continued flexibility in capital management.
  • 4Shareholder approval for the adoption of the 2020 statutory annual accounts and the discharge of the Board of Directors demonstrates confidence in the company's financial reporting and governance for the prior fiscal year.
  • 5The amended remuneration for non-executive directors was approved by shareholders.
  • 6A non-binding advisory vote on the compensation of Named Executive Officers also passed, reflecting shareholder alignment with executive compensation strategies.
  • 7NXP announced an interim dividend of $0.5625 per ordinary share for the second quarter of 2021, payable on July 6, 2021.

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