Ultra Clean Holdings, Inc. - Form 8-K Summary
Business Context and Reporting Period
This Current Report on Form 8-K was filed by Ultra Clean Holdings, Inc. on June 10, 2010. The report details the results of the Company's annual meeting of stockholders held on the same date.
Key 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 and stockholder voting outcomes.
Material Changes and Voting Results
Stockholders approved three key proposals at the annual meeting:
- Proposal 1 (Election of Directors): Five directors were elected for a one-year term. Leonid Mezhvinsky received the lowest support with 7,591,323 votes "For" and 4,474,919 votes "Withheld," while Clarence L. Granger received the highest support with 11,143,628 votes "For."
- Proposal 2 (Stock Incentive Plan Amendment): Stockholders approved amendments to the 2003 Amended and Restated Stock Incentive Plan. This includes an increase in share authorization by 1,500,000 shares. The amendment removes the Company's ability to further increase share numbers without future stockholder approval. The vote was 9,547,377 "For" versus 1,905,993 "Against."
- Proposal 3 (Auditor Ratification): Stockholders ratified the appointment of Deloitte & Touche LLP as the independent registered public accounting firm for fiscal 2010. The vote was overwhelmingly in favor with 16,388,639 "For" and only 2,267 "Against."
Guidance, Outlook, and Risks
The filing text does not provide a clear value for financial guidance, management outlook, specific risks, contingencies, or unusual items. The document serves as a disclosure of the voting results and the specific terms of the approved stock plan amendment.
Key Facts for Investor Verification
- Verify the impact of the 1,500,000 share increase on potential future dilution.
- Note the restriction preventing the Company from increasing share authorization under the plan without further stockholder approval.
- Review the significant number of broker non-votes (4,357,911) recorded for the director elections and the stock plan amendment.
- Confirm the tenure of the newly elected directors, which is set for a one-year term.