Business Context and Reporting Period
Company: Veeco Instruments Inc.
Filing Type: Form 8-K (Current Report)
Date of Report: February 6, 2026
Event: Special Meeting of Stockholders to vote on the Agreement and Plan of Merger with Axcelis Technologies, Inc.
Key Financial Metrics
This filing is a corporate governance report regarding a merger vote and does not contain financial performance data such as revenue, profit, cash flow, margins, debt, or liquidity. The filing text does not provide a clear value for these metrics.
Material Changes and Voting Results
On February 6, 2026, Veeco Instruments Inc. held a special meeting to approve a merger with Axcelis Technologies, Inc. The Company will survive the merger as a wholly-owned subsidiary of Axcelis. As of the record date (December 26, 2025), there were 60,297,087 shares outstanding. Approximately 89.37% of voting power was present, constituting a quorum.
Voting Outcomes
- Proposal 1 (Merger Agreement): Approved.
- For: 53,408,907
- Against: 469,828
- Abstain: 10,875
- Proposal 2 (Merger Compensation): Approved (non-binding advisory).
- For: 53,258,029
- Against: 600,723
- Abstain: 30,858
The "Adjournment Proposal" was not presented as sufficient votes were obtained to approve the primary proposals.
Guidance, Outlook, and Risks
The filing confirms the successful shareholder approval required to proceed with the merger, subject to the satisfaction or waiver of other conditions specified in the Merger Agreement. No specific financial guidance, outlook, or new risk factors were disclosed in this specific 8-K text beyond the standard merger conditions.
Investor Verification Checklist
- Verify the final closing date of the merger with Axcelis Technologies, Inc.
- Review the definitive proxy statement (filed December 31, 2025, and supplemented in January/February 2026) for details on the exchange ratio and transaction terms.
- Confirm the satisfaction of all remaining closing conditions outlined in the Merger Agreement.
- Monitor subsequent filings for the official delisting of Veeco from the NASDAQ Global Select Market.