0000927003false00009270032025-04-242025-04-24

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): April 24, 2025

Graphic

Advanced Energy Industries, Inc.

(Exact name of registrant as specified in its charter)

Delaware

    

000-26966

    

84-0846841

(State or other jurisdiction of incorporation)

(Commission File Number)

(IRS Employer Identification No.)

1595 Wynkoop Street, Suite 800, Denver, Colorado

    

80202

(Address of principal executive offices)

(Zip Code)

(970) 407-6626

(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))

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, $0.001 par value

AEIS

NASDAQ Global Select Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2). 

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

The Company held its 2025 Annual Meeting of Stockholders on Thursday, April 24, 2025, to vote on three proposals. The following matters as set forth in the Proxy Statement were voted upon with the results indicated below.

1.Election of ten (10) directors.

The following ten nominees were elected to serve as directors of the Company, with the following votes tabulated:

Director

For

Withhold

Broker Non-Vote

Grant H. Beard

34,806,110

346,846

1,356,415

Frederick A. Ball

33,424,244

1,728,712

1,356,415

Anne T. DelSanto

34,356,346

796,610

1,356,415

Tina M. Donikowski

33,502,396

1,650,560

1,356,415

Ronald C. Foster

34,808,251

344,705

1,356,415

Stephen D. Kelley

34,801,964

350,992

1,356,415

Lanesha T. Minnix

34,426,846

726,110

1,356,415

David W. Reed

34,874,103

278,853

1,356,415

John A. Roush

33,338,720

1,814,236

1,356,415

Brian M. Shirley

34,903,284

249,672

1,356,415

Each director has been elected to serve until the 2026 Annual Meeting of Stockholders, or until his or her successor has been elected and qualified or until such director’s earlier resignation or removal.

2.Ratification of the appointment of Ernst & Young LLP as Advanced Energy’s independent registered public accounting firm for 2025.

The appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for 2025 was ratified, with the following votes tabulated:

For

Against

Abstain

Broker Non-Vote

36,474,930

30,827

3,614

3.Advisory approval on the compensation of Advanced Energy’s named executive officers.

The advisory approval of the compensation of the Company’s named executive officers as disclosed in the Proxy Statement was approved, with the following votes tabulated:

For

Against

Abstain

Broker Non-Vote

30,220,971

4,920,913

11,072

1,356,415

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.

ADVANCED ENERGY INDUSTRIES, INC.

/s/ Elizabeth K. Vonne

Date: April 25, 2025

Elizabeth K. Vonne

Executive Vice President, General Counsel & Corporate Secretary