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8-KThe WireRoutine

Shareholder Vote

Filed Mar 9, 2023 · 3y ago · Accession 0000804328-23-000014

Plain English

Material event — a significant development the company must disclose promptly.

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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 March 8, 2023 Date of Report (Date of earliest event reported) QUALCOMM Incorporated (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 000-19528 95-3685934 (Commission File Number) (IRS Employer Identification No.) 5775 Morehouse Drive , San Diego , California 92121 (Address of principal executive offices) (Zip Code) 858 - 587-1121 (Registrant’s telephone number, including area code) 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: ☐     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, $0.0001 par value   QCOM Nasdaq Stock Market 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. QUALCOMM Incorporated (the “Company”) held its 2023 Annual Meeting of Stockholders on March 8, 2023 (the “Annual Meeting”). At the Annual Meeting, the Company’s stockholders considered four proposals, each of which is described briefly below and in more detail in the Company’s definitive proxy statement dated January 19, 2023. The final voting results for each proposal are set forth below. Proposal 1 - Election of Directors. NOMINEE FOR WITHHOLD ABSTAIN BROKER NON-VOTES Sylvia Acevedo 761,478,944 9,738,473 2,107,700 173,168,375 Cristiano R. Amon 768,831,460 2,439,369 2,054,288 173,168,375 Mark Fields 766,465,791 4,664,402 2,194,924 173,168,375 Jeffrey W. Henderson 713,784,006 56,656,835 2,884,276 173,168,375 Gregory N. Johnson 762,995,035 8,123,552 2,206,530 173,168,375 Ann M. Livermore 755,764,623 15,456,773 2,103,721 173,168,375 Mark D. McLaughlin 767,311,269 3,839,706 2,174,142 173,168,375 Jamie S. Miller 766,901,390 4,225,005 2,198,722 173,168,375 Irene B. Rosenfeld 755,508,515 15,535,535 2,281,067 173,168,375 Kornelis (Neil) Smit 764,686,753 6,429,791 2,208,573 173,168,375 Jean-Pascal Tricoire 758,162,500 12,441,684 2,720,933 173,168,375 Anthony J. Vinciquerra 746,531,864 24,462,064 2,331,189 173,168,375 Each of the foregoing nominees was elected and each received affirmative votes from more than a majority of the votes cast. Proposal 2 - Ratification of the selection of PricewaterhouseCoopers LLP as our independent public accountants for our fiscal year ending September 24, 2023. FOR AGAINST ABSTAIN BROKER NON-VOTES 899,083,778 44,840,243 2,569,471 0 The foregoing proposal required the affirmative vote of a majority of the votes cast at the Annual Meeting. The foregoing proposal was approved. Proposal 3 – Approval of the QUALCOMM Incorporated 2023 Long-Term Incentive Plan. FOR AGAINST ABSTAIN BROKER NON-VOTES 685,100,613 85,262,521 2,961,983 173,168,375 The foregoing proposal required the affirmative vote of a majority of the votes cast at the Annual Meeting. The foregoing proposal was approved. Proposal 4 – Approval, on an advisory basis, of the compensation of our named executive officers. FOR AGAINST ABSTAIN BROKER NON-VOTES 730,270,002 38,410,443 4,644,672 173,168,375 The foregoing proposal required the affirmative vote of a majority of the votes cast at the Annual Meeting. The foregoing proposal was approved. 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. QUALCOMM Incorporated Date: March 9, 2023 By: /s/ Ann Chaplin Ann Chaplin General Counsel and Corporate Secretary
Filing details
Ticker
QCOM
CIK
804328
Form type
8-K
Filing date
Mar 9, 2023
Report date
Mar 8, 2023
Document
qcom-20230308.htm
Size
192 KB