RICHARDSON ELECTRONICS LTD
For the period ended Aug 31, 2024. Filed Oct 10, 2024.
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Aug 31, 2024 · Filed Oct 10, 2024
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Item 5. Other Information
a) Form 8-K disclosures for the quarter covered by this Form 10-Q:
Submission of Matters to Vote of Security Holders
We held our annual meeting of stockholders on October 8, 2024. At the annual meeting, our stockholders (i) elected each of the nominees listed below to the Company’s Board of Directors to serve for a term expiring at the 2025 Annual Meeting; (ii) ratified the selection of BDO USA, P. C. as our independent registered public accounting firm for fiscal 2025; and (iii) approved, on an advisory basis, the compensation of the Company’s named executive officers.
The final results for the votes regarding each proposal are set forth below:
The voting results with respect to the election of each director were as follows:
| Nominee | For | Abstain/Withhold | Broker Non-Votes |
|---|---|---|---|
| Edward J. Richardson | 25,048,700 | 3,048,851 | 1,932,766 |
| Wendy S. Diddell | 27,837,126 | 260,425 | 1,932,766 |
| Jacques Belin | 24,935,122 | 3,162,429 | 1,932,766 |
| James Benham | 24,935,237 | 3,162,314 | 1,932,766 |
| Kenneth Halverson | 24,936,927 | 3,160,624 | 1,932,766 |
| Robert H. Kluge | 26,111,151 | 1,986,400 | 1,932,766 |
| Paul J. Plante | 23,137,263 | 4,960,288 | 1,932,766 |
The voting results with respect to the ratification of the selection of BDO USA, P. C. as our independent registered public accounting firm for fiscal 2025 was approved with 29,986,317 votes “FOR”, 9,976 votes “AGAINST” and 34,024 votes “ABSTAIN/WITHHOLD”.
The voting results with respect to the approval, on an advisory basis, the compensation of our Named Executive Officers was approved with 27,674,039 votes “FOR”, 341,547 votes “AGAINST” and 81,965 votes “ABSTAIN/WITHHOLD" and 1,932,766 broker non-votes.
b) Not applicable.
c) 10b5-1 trading arrangements:
None.
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