8-K - ACLS - Equibles

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
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(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<br> nominee’s name, constituting a plurality of the votes cast, and therefore such nominee has been duly elected as a director of<br> the Company:
Proposal 1	Number of Votes
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Proposal to elect the following nominees as a director	For		Withheld		Broker Non-<br><br>Votes		Percentage of Total Voted<br><br> 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 &<br>Young LLP as independent auditors of the Company’s financial statements for the year ending December 31, 2021. A majority of<br>the votes cast were voted in favor of the proposal, and therefore the appointment of auditors has been ratified by the stockholders:
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Proposal 2	Number of Votes
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							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<br> Directors that they approve the compensation paid to the Company’s executive officers for fiscal 2020, as described under<br> “Executive Compensation” in the Proxy Statement for the Annual Meeting. A majority of the votes cast were voted in favor of the proposal, and<br> therefore such advisory vote has passed.
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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<br>of the Board of Directors, with Mr. George designated as Chairman thereof;
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·	appointed Joseph P. Keithley, John T. Kurtzweil, and Jorge Titinger to serve as the Audit Committee of the Board of Directors, with<br>Mr. Kurtzweil designated as Chairman thereof;
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·	appointed Tzu-Yin Chiu, Joseph P. Keithley, and Thomas St. Dennis to serve as the Nominating and Governance Committee of the Board<br>of Directors, with Mr. Keithley designated as Chairman thereof; and
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·	appointed Tzu-Yin Chiu, Richard J. Faubert, Arthur L. George, Jr., and Thomas St. Dennis to serve as the Technology and New Product<br>Development Committee of the Board of Directors with Mr. St. Dennis designated as Chairman thereof.
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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