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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): June 20, 2024

UNIVERSAL DISPLAY CORPORATION

(Exact name of Registrant as Specified in Its Charter)

Pennsylvania

1-12031

23-2372688

(State or Other Jurisdiction

of Incorporation)

(Commission File Number)

(IRS Employer

Identification No.)

 

 

 

250 Phillips Boulevard,

Ewing, NJ

08618

(Address of Principal Executive Offices)

(Zip Code)

Registrant’s Telephone Number, Including Area Code: (609) 671-0980

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

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, $0.01 par value

 

OLED

 

The NASDAQ Stock Market LLC

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 Instructions 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.

 

 

 

 


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

 

(a) The Company held the 2024 Annual Meeting on June 20, 2024.

 

(b) The number of votes represented at the annual meeting, in person or by proxy, was 43,013,065. In determining this number, abstentions and shares held by brokers who have notified us that they lack voting authority with respect to any matter (referred to herein as “broker non-votes”) were deemed present for quorum purposes. The matters voted upon at the annual meeting and the results of the vote on each such matter are set forth below:

 

1. Election of Directors.

 

Name

Votes FOR

Votes AGAINST

Abstentions

Broker Non-Votes

Steven V. Abramson

37,946,383

490,893

190,213

4,385,576

Nigel Brown

38,392,465

47,140

187,884

4,385,576

Cynthia J. Comparin

38,048,196

403,707

175,586

4,385,576

Richard C. Elias

38,031,320

417,509

178,660

4,385,576

Elizabeth H. Gemmill

35,108,602

3,342,456

176,431

4,385,576

C. Keith Hartley

35,210,225

3,241,386

175,878

4,385,576

Celia M. Joseph

35,351,681

3,099,064

176,744

4,385,576

Lawrence Lacerte

35,061,786

3,389,093

176,610

4,385,576

Joan Lau

38,337,547

114,812

175,130

4,385,576

Sidney D. Rosenblatt

37,342,480

1,105,007

180,002

4,385,576

 

* Abstentions and broker non-votes were not considered votes “cast” with respect to the election of directors.

 

 

2. Advisory resolution to approve compensation of the Company’s named executive officers.

 

 

Votes FOR

Votes AGAINST

Abstentions

Broker Non-Votes

30,051,876

8,175,591

400,022

4,385,576

 

* Abstentions and broker non-votes were not considered votes “cast” on this proposal.

 

 

3. Proposal to ratify the appointment of KPMG LLP as the Company’s independent registered public accounting firm for 2024.

 

 

Votes FOR

Votes AGAINST

Abstentions

Broker Non-Votes

40,869,501

1,974,993

168,571

0

 

* Abstentions and broker non-votes were not considered votes “cast” on this proposal.

 

 


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.

 

Universal Display Corporation

Date: June 24, 2024

By:

/s/ Mauro Premutico

Mauro Premutico

Secretary