UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 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 21, 2020

 


 

AXT, INC.

(Exact name of registrant as specified in its charter)

 

Delaware

 

000-24085

 

94-3031310

(State or other jurisdiction of incorporation)

 

(Commission File Number)

 

(IRS Employer
Identification No.)

 

4281 Technology Drive

Fremont, California 94538

(Address of principal executive offices, including zip code)

 

(510) 438-4700

(Registrant’s telephone number, including area code)

 

Not Applicable

(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 (see General Instruction A.2. below):

[  ] 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))

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.  □

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading Symbol

Name of each exchange on which registered

Common Stock, $0.001 par value

AXTI

The NASDAQ Stock Market LLC

 

 

Item 5.07.  Submission of Matters to a Vote of Security Holders.

AXT, Inc. (the “Company”) held its Annual Meeting of Stockholders (“Annual Meeting”) on May 21, 2020.  The matters voted upon at the Annual Meeting and the results of such voting are set forth below:

Proposal 1: Election of two (2) Class I directors to hold office for a three-year term and until their successors are elected and qualified:

 

 

 

 

 

 

Name of Director

For

%

Withheld

%

Broker Non-Votes

Dr. Morris S. Young

24,130,284

96.3

928,141

3.7

8,932,184

Dr. David C. Chang

23,255,486

92.8

1,802,939

7.2

8,932,184

 

Dr. Morris S. Young and Dr. David C. Chang were duly elected as the Class I directors.

Proposal 2: Advisory vote on executive compensation:

 

 

 

 

For

Against

Abstain

Broker Non-Votes

15,111,060

8,141,677

1,805,688

8,932,184

 

The compensation of the Company’s named executive officers, as disclosed in the Company’s definitive proxy statement filed with the Securities and Exchange Commission on April 7, 2020, was approved on an advisory basis.

 

 

Proposal 3: Ratification of the appointment of BPM LLP (“BPM”) as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2020:

32,203,789

 

 

For

Against

Abstain

32,964,048

979,673

46,888

 

The appointment of BPM as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2020 was ratified.

 

 

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.

 

 

 

AXT, INC.

 

 

 

 

By:

/s/ Gary L. Fischer

 

 

 

Gary L. Fischer

Chief Financial Officer and Corporate Secretary

 

Date:  May 22, 2020