Current Report Filing (8-k)
May 26 2020 - 4:49PM
Edgar (US Regulatory)
0001109354
false
0001109354
2020-05-20
2020-05-21
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xbrli:shares
iso4217:USD
xbrli:shares
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):
May 21, 2020
BRUKER CORPORATION
(Exact name of registrant as specified
in its charter)
Delaware
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000-30833
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04-3110160
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(State
or other jurisdiction of
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Commission
File No.
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(I.R.S.
Employer
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Incorporation or organization)
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Identification
No.)
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40
Manning Road
Billerica,
MA 01821
(Address
of principal executive offices) (Zip Code)
(978) 663-3660
(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 obligations 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
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Trading Symbol(s)
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Name of Each Exchange on Which Registered
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Common Stock, $0.01 par value per share
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BRKR
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The Nasdaq Global Select Market
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Indicate by check mark whether the registrant is an emerging growth company as defined in 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. ¨
Section 5 — Corporate Governance
and Management
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Item 5.07
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Submission of Matters to a Vote of Security Holders.
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The Company held its 2020 Annual Meeting
of Stockholders on May 21, 2020. The proposals submitted by the Board of Directors to a vote of stockholders, and the results
of the voting on each proposal, are indicated below.
Proposal No. 1— Election of Directors
The following nominees were elected by stockholders
to serve as Class II directors until the Company’s 2023 Annual Meeting of Stockholders:
Nominees for Class III director:
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For
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Withheld
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Broker
Non-Votes
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Cynthia M. Friend
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143,843,547
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690,080
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5,731,507
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Marc A. Kastner
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143,173,726
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1,359,901
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5,731,507
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Hermann Requardt
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143,825,443
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708,184
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5,731,507
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Proposal No. 2 — Advisory Vote on Compensation of
Named Executive Officers
The proposal to approve, on an advisory
basis, the 2019 compensation of the named executive officers as disclosed in the Company’s proxy statement for the 2020 Annual
Meeting of Stockholders was approved based upon the following votes:
For
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Against
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Abstain
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Broker
Non-Votes
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143,270,073
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1,254,105
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9,449
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5,731,507
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Proposal No. 3 — Ratification of the Appointment
of Independent Registered Public Accounting Firm
The proposal to ratify the appointment of
PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for fiscal year 2020 was approved
based upon the following votes:
For
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Against
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Abstain
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Broker
Non-Votes
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147,736,372
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2,518,951
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9,811
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N/A
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SIGNATURES
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.
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BRUKER CORPORATION
(Registrant)
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Date: May 26, 2020
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By:
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/s/GERALD N. HERMAN
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Gerald N. Herman
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Chief Financial Officer
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