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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): January 24, 2022

Azenta, Inc.

(Exact name of registrant as specified in its charter)

Delaware

    

0-25434

    

04-3040660

(State or Other Jurisdiction
of Incorporation)

 

(Commission File
Number)

 

(IRS Employer
Identification No.)

15 Elizabeth Drive, Chelmsford, MA 01824

(Address of principal executive offices and Zip Code)

(978) 262-2400

(Registrant’s telephone number, including area code)

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:

    Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

    Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

    Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

    Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common Stock, $0.01 par value

AZTA

The Nasdaq Stock Market LLC

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

The Annual Meeting of the stockholders of Azenta, Inc. (the “Company”) was held on January 24, 2022. The stockholders elected each of the Company’s nominees for director; approved, by a non-binding advisory vote, the overall compensation of the Company’s named executive officers; and ratified the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered accounting firm for the 2022 fiscal year. The proposals below are described in detail in the Company’s definitive proxy statement dated December 15, 2021. The results are as follows:

1.

Election of Directors

Nominees

For

Withhold

Broker Non-Votes

Frank E. Casal

    

65,986,712

    

220,524

    

3,825,163

Robyn C. Davis

65,917,538

289,698

3,825,163

Joseph R. Martin

64,023,624

2,183,612

3,825,163

Erica J. McLaughlin

65,984,211

223,025

3,825,163

Krishna G. Palepu

63,987,606

2,219,630

3,825,163

Michael Rosenblatt

65,977,462

229,774

3,825,163

Stephen S. Schwartz

65,201,625

1,005,611

3,825,163

Alfred Woollacott, Ill

64,231,508

1,975,728

3,825,163

Mark S. Wrighton

64,944,418

1,262,818

3,825,163

Ellen M. Zane

62,255,875

3,951,361

3,825,163

2.

Approval, by a non-binding advisory vote, of the overall compensation of the Company’s named executive officers

For

Against

Abstain

Broker Non-Votes

65,645,925

440,161

121,150

3,825,163

3.

Ratification of the selection of PricewaterhouseCoopers LLP as the independent registered accounting firm for the 2022 fiscal year

For

    

Against

    

Abstain

69,451,298

545,915

35,186

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.

AZENTA, INC.

Date: January 28, 2022

By:

/s/ Jason W. Joseph

Name: Jason W. Joseph

Title: Senior Vice President, General Counsel and Secretary