ADEA 8-K
Adeia Inc. (ADEA)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
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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:
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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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:
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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 the 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.
At the 2023 Annual Meeting of Stockholders of Adeia Inc. (the “Company”) held on May 25, 2023, the following proposals were approved by the stockholders of the Company: (i) the election of five (5) nominees listed in the proxy statement to serve on the Board of Directors of the Company; (ii) the compensation of named executive officers of the Company as disclosed in the proxy statement, on an advisory (non-binding) basis; (iii) a one (1) year frequency of future advisory votes on executive compensation, on an advisory (non-binding) basis; and (iv) the ratification of the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2023, each by the votes set forth below:
Proposal 1: Election of Directors:
Name of Director |
For |
Against |
Abstain |
Broker Non-Votes |
Paul E. Davis |
85,880,274 |
3,636,970 |
22,204 |
9,546,272 |
V Sue Molina |
85,819,462 |
3,698,619 |
21,367 |
9,546,272 |
Daniel Moloney |
85,016,006 |
4,487,708 |
35,734 |
9,546,272 |
Tonia O’Connor |
85,502,732 |
4,002,361 |
34,355 |
9,546,272 |
Raghavendra Rau |
85,458,560 |
4,058,913 |
21,975 |
9,546,272 |
Proposal 2: Approval, on an advisory basis, of the compensation of named executive officers as disclosed in the proxy statement:
For |
Against |
Abstain |
Broker Non-Votes |
84,411,322 |
5,091,584 |
36,542 |
9,546,272 |
Proposal 3: Advisory vote on the frequency of future advisory votes on executive compensation:
1 Year |
2 Years |
3 Years |
Abstain |
84,618,889 |
62,341 |
4,832,100 |
26,118 |
Proposal 4: Ratification of Appointment of Independent Registered Public Accounting Firm:
For |
Against |
Abstain |
95,818,851 |
3,222,363 |
44,506 |
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
Exhibit No. |
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Description |
104 |
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Cover Page Interactive Data File (embedded within the Inline XBRL document). |
SIGNATURES
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 26, 2023 |
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ADEIA INC. |
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By: |
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/s/ Keith A. Jones |
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Name: |
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Keith A. Jones |
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Title: |
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Chief Financial Officer |