8-K/AShareholder Matters

QUALCOMM INC/DE 8-K/A Report, Shareholder Vote Results (Apr 9, 2018)

Filed April 9, 2018For Securities:QCOM

Summary

This 8-K filing from Qualcomm Inc. (QCOM) details the results of their Annual Meeting of Stockholders held on April 5, 2018. The primary focus is on the voting outcomes for various proposals, including the election of directors, ratification of independent auditors, executive compensation, and amendments to corporate governance documents. Notably, all director nominees were elected, with a minor discrepancy in vote tabulation for three directors due to a communication error with a shareholder group that has since been corrected and accounted for. Additionally, proposals related to the ratification of PricewaterhouseCoopers LLP as auditors, advisory approval of executive compensation, an increase in the share reserve for the employee stock purchase plan, and the elimination of certain supermajority voting provisions in the company's charter all passed with substantial support.

Key Highlights

  • 1All ten director nominees were elected to the board of directors, despite a reported vote tabulation error for three directors that has since been clarified.
  • 2PricewaterhouseCoopers LLP was ratified as Qualcomm's independent public accountants for the fiscal year ending September 30, 2018, with strong shareholder approval.
  • 3Shareholders provided an advisory 'say-on-pay' approval for the company's executive compensation, indicating general support for the compensation practices.
  • 4A proposal to increase the share reserve under the 2001 Employee Stock Purchase Plan by 30 million shares was approved.
  • 5Several proposals to amend the company's Restated Certificate of Incorporation to eliminate supermajority voting provisions passed, aiming to streamline corporate governance.
  • 6A shareholder proposal seeking to undo bylaw amendments adopted without stockholder approval was not approved.
  • 7The company confirmed that Broadcom Limited nominees were disqualified from standing for election as directors.

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