Ultra Clean Holdings, Inc. - Form 8-K Summary
Business Context and Reporting Period
This filing is a Current Report on Form 8-K dated May 21, 2025, regarding the results of the 2025 Annual Meeting of Stockholders held on that date. The Company, Ultra Clean Holdings, Inc., is incorporated in Delaware and trades on the Nasdaq Global Market under the symbol UCTT.
Financial Metrics
The filing text does not provide a clear value for revenue, profit, cash flow, margins, debt, or liquidity. This report focuses exclusively on corporate governance voting results.
Material Changes and Voting Results
Stockholders approved three proposals at the Annual Meeting. The final certified vote results are as follows:
- Proposal 1: Election of Directors
- Clarence L. Granger: Approved (37,343,219 For vs. 423,219 Against)
- David T. ibnAle: Approved (28,000,387 For vs. 9,758,241 Against)
- Emily M. Liggett: Approved (36,126,858 For vs. 1,369,458 Against)
- Thomas T. Edman: Approved (28,016,111 For vs. 9,742,251 Against)
- Ernest E. Maddock: Approved (25,194,126 For vs. 12,560,868 Against)
- Jacqueline A. Seto: Approved (36,149,161 For vs. 1,615,228 Against)
- Joanne Solomon: Approved (37,695,203 For vs. 64,713 Against)
- Proposal 2: Ratification of Auditors
- PricewaterhouseCoopers LLP was ratified as the independent registered public accounting firm for fiscal 2025 (41,326,442 For vs. 196,026 Against).
- Proposal 3: Executive Compensation (Say-on-Pay)
- The non-binding advisory vote on Named Executive Officer compensation was approved (28,129,612 For vs. 8,695,402 Against).
Guidance, Outlook, and Risks
The filing text does not provide a clear value for guidance, outlook, management commentary, risks, contingencies, or unusual items. The document serves solely to disclose the outcome of the shareholder vote.
Key Facts for Investor Verification
- Verify the significant "Against" vote percentages for directors David T. ibnAle (~25.7%), Thomas T. Edman (~25.7%), and Ernest E. Maddock (~33.2%) compared to other nominees.
- Confirm the total number of shares represented at the meeting by summing For, Against, Abstain, and Broker Non-Votes for Proposal 1.
- Review the definitive proxy statement filed on April 28, 2025, for detailed context on the director nominees and compensation rationale.