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

Date of Report (Date of earliest event reported):  June 3, 2021

(Exact name of registrant as specified in its charter)

2550 N. First Street, #550

San Jose, CA95131

(Address of principal executive offices)(Zip Code)

(408) 324-0588

(Registrant’s telephone number,
including area code)

N/A

(Former name or former address, if changed since last report.)

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:

Securities registered pursuant to Section 12(b) of the Act:

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.

Techpoint, Inc. (the “Company”) held its Annual Meeting of Stockholders on June 3, 2021 (the “Annual Meeting”). At the Annual Meeting, the Company’s stockholders voted on two proposals as described in the Company’s definitive proxy statement filed with the U.S. Securities and Exchange Commission on April 23, 2021. Present at the Annual Meeting in person or by proxy were holders representing 16,355,817 shares of common stock, representing 92% of the total of 17,770,130 shares of common stock outstanding and entitled to vote at the Annual Meeting.

In accordance with the Japanese depositary shares (“JDS”) trust agreement, shares of common stock are to be voted by brokers upon receipt of specific instructions from individual JDS holders. If specific instructions are not received, the shares of common stock underlying JDS are presented below as “Broker Non-Votes”.  However, in accordance with the terms of the JDS trust agreement, the Trustees under the JDS trust agreement report these votes as “Blank Votes” (as such term is defined in the JDS trust agreement), which are treated as being present at the meeting for purposes of determining if a quorum is established.

Proposal 1. Election of Directors. The Company’s stockholders elected six directors to serve until the next annual meeting of stockholders or until their successors are duly elected and qualified.

There were 5,350,679 broker non-votes for Proposal 1, including 5,350,679 Blank Votes.

Proposal 2. Ratification of Appointment of Independent Registered Public Accounting Firm. The Company’s stockholders ratified the appointment of BDO USA, LLP as the company’s independent registered public accounting firm for the fiscal year ending December 31, 2021.

SIGNATURE

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.

Dated:  June 7, 2021

Techpoint, Inc.

By: /s/ Fumihiro Kozato

Fumihiro Kozato

President and Chief Executive Officer

(Principal Executive Officer)