Business Context and Reporting Period
This Form 8-K Current Report was filed by TTM Technologies, Inc. on May 26, 2010. The report discloses corporate governance actions taken on this date, specifically the entry into a material definitive agreement and the results of the annual meeting of stockholders.
Key Financial Metrics
The filing text does not provide a clear value for revenue, profit, cash flow, margins, debt, or liquidity. This report focuses on corporate governance and legal agreements rather than financial performance data.
Material Changes and Corporate Actions
Entry into Material Definitive Agreement
Effective May 26, 2010, the company entered into indemnification agreements with each of its non-employee directors. These agreements indemnify directors to the fullest extent permitted by law against expenses, judgments, penalties, fines, and settlement amounts incurred in their service as directors. The agreements also establish procedures for determining indemnification rights and advancing expenses.
Annual Meeting of Stockholders
On May 26, 2010, the company held its annual meeting to vote on two proposals, both of which were adopted:
- Election of Directors: Three Class I directors were elected for a term expiring in 2013.
- James K. Bass: 35,852,302 votes For; 551,474 Withheld.
- Thomas T. Edman: 35,915,746 votes For; 488,030 Withheld.
- Tang Chung Yen, Tom: 35,915,103 votes For; 488,673 Withheld.
- Ratification of Auditors: KPMG LLP was ratified as the independent registered public accounting firm for the fiscal year ending December 31, 2010.
- 39,441,143 votes For; 487,742 Against; 146,885 Abstain.
Guidance, Outlook, and Risks
The filing text does not provide a clear value for future guidance, outlook, management commentary on financial performance, or specific risk factors beyond the standard legal context of the indemnification agreement.
Investor Verification Checklist
- Review the full text of the Director Indemnification Agreement (Exhibit 10.15) to understand specific limitations and procedures.
- Verify the terms of the newly elected directors' tenure and any related compensation arrangements in subsequent filings.
- Confirm the scope of KPMG LLP's engagement for the fiscal year ending December 31, 2010, in the company's proxy statement or 10-K.