Spotify Technology S.A 6-K, filed Apr 21, 2021
Spotify Technology S.A. (SPOT)
About this 6-K
Spotify Technology S.A filed this 6-K on April 21, 2021.
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934
For the month of April, 2021
Commission File Number: 001-38438
Spotify Technology S.A.
(Translation of registrant’s name into English)
42-44, avenue de la Gare
L-1610 Luxembourg
Grand Duchy of Luxembourg
(Address of principal executive office)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.
Form 20-F ☒ Form 40-F ☐
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by regulation S-T Rule 101(b)(1):
Yes ☐ No ☒
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by regulation S-T Rule 101(b)(7):
Yes ☐ No ☒
INFORMATION CONTAINED IN THIS REPORT ON FORM 6-K
Results of Annual General Meeting of the Company
Spotify Technology S.A. (the “Company”) held its 2021 annual general meeting of shareholders and holders of beneficiary certificates on April 21, 2021. The Company’s shareholders and holders of beneficiary certificates considered the following proposals, each of which is described in greater detail in the Company’s proxy statement dated March 12, 2021.
1. Approval of the Company’s Annual Accounts and Consolidated Financial Statements
Based on the votes set forth below, the proposal to approve the Company’s annual accounts for the financial year ended December 31, 2020 and the Company’s consolidated financial statements for the financial year ended December 31, 2020 was approved.
| For |
Against | Abstain | ||||||
| 505,644,308 | 172,855 | 1,115,965 | ||||||
2. Approval of Allocation of the Company’s Annual Results
Based on the votes set forth below, the proposal to approve allocation of the Company’s annual results for the financial year ended December 31, 2020 was approved.
| For |
Against | Abstain | ||||||
| 506,894,041 | 8,594 | 30,493 | ||||||
3. Approval of Granting Discharge of the Liability of the Board of Directors
Based on the votes set forth below, the proposal to grant discharge of the liability of the members of the Company’s board of directors (the “Board of Directors”) for, and in connection with, the financial year ended December 31, 2020 was approved.
| For |
Against | Abstain | ||||||
| 505,266,815 | 257,471 | 1,408,842 | ||||||
4. Appointment of Directors
Based on the votes set forth below, the following directors were elected as members of the Board of Directors for the period ending at the general meeting of shareholders approving the annual accounts for the financial year ending on December 31, 2021.
| For | Against | Abstain | ||||||||||
| Daniel Ek (A Director) |
487,700,769 | 18,928,600 | 303,759 | |||||||||
| Martin Lorentzon (A Director) |
502,317,017 | 4,543,522 | 72,589 | |||||||||
| Shishir Samir Mehrotra (A Director) |
504,674,869 | 2,230,337 | 27,922 | |||||||||
| Christopher Marshall (B Director) |
500,743,703 | 6,155,013 | 34,412 | |||||||||
| Barry McCarthy (B Director) |
505,726,031 | 1,184,067 | 23,030 | |||||||||
| Heidi O’Neill (B Director) |
506,474,062 | 429,287 | 29,779 | |||||||||
| Ted Sarandos (B Director) |
506,456,935 | 428,697 | 47,496 | |||||||||
| Thomas Owen Staggs (B Director) |
503,922,250 | 2,960,437 | 50,441 | |||||||||
| Cristina Mayville Stenbeck (B Director) |
506,454,625 | 430,319 | 48,184 | |||||||||
| Mona Sutphen (B Director) |
506,489,980 | 410,870 | 32,278 | |||||||||
| Padmasree Warrior (B Director) |
506,475,719 | 431,720 | 25,689 | |||||||||
5. Appointment of Independent Auditor
Based on the votes set forth below, the proposal to appoint Ernst & Young S.A. (Luxembourg) as the Company’s independent auditor for the period ending at the general meeting of shareholders approving the annual accounts for the financial year ending on December 31, 2021 was approved.
| For |
Against | Abstain | ||||||
| 506,713,608 | 188,505 | 31,015 | ||||||
6. Approval of 2021 Director Remuneration
Based on the votes set forth below, the proposal to approve the directors’ remuneration for the year 2021 was approved.
| For |
Against | Abstain | ||||||
| 481,804,824 | 25,074,646 | 53,658 | ||||||
7. Authorization to Repurchase Shares
Based on the votes set forth below, the proposal to authorize the Board of Directors to repurchase 10,000,000 ordinary shares issued by the Company during a period of five years, for a price that will be determined by the Board of Directors within the following limits: at least the par value and at the most the fair market value, was approved.
| For |
Against | Abstain | ||||||
| 506,539,768 | 279,205 | 114,155 | ||||||
8. Authorization and Empowerment to Execute and Deliver Documents Required by Luxembourg Laws
Based on the votes set forth below, the proposal to authorize and empower each of Mr. Guy Harles and Mr. Alexandre Gobert to execute and deliver, under their sole signature, on behalf of the Company and with full power of substitution, any documents necessary or useful in connection with the annual filing and registration required by the Luxembourg laws.
| For |
Against | Abstain | ||||||
| 506,888,038 | 22,855 | 22,235 | ||||||
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, thereunto duly authorized.
| Spotify Technology S.A. | ||||||
| Date: April 21, 2021 | By: | /s/ Horacio Gutierrez | ||||
| Name: | Horacio Gutierrez | |||||
| Title: | Head of Global Affairs and Chief Legal Officer | |||||