Amended Current Report Filing (8-k/a)
June 20 2023 - 4:06PM
Edgar (US Regulatory)
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2023-03-10
2023-03-10
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UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K/A
(Amendment
No. 1)
CURRENT
REPORT
Pursuant
to Section 13 or 15(d) of the Securities Exchange Act of 1934
March 10, 2023
Date of Report (Date of earliest
event reported)
EMCORE CORPORATION
Exact Name of Registrant as Specified in its
Charter
New Jersey |
001-36632 |
22-2746503 |
State of Incorporation |
Commission File Number |
IRS Employer Identification
Number |
2015 W. Chestnut Street, Alhambra, CA
91803
Address of principal executive offices, including
zip code
(626) 293-3400
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, no par value |
EMKR |
The Nasdaq Stock Market LLC |
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. ¨
EXPLANATORY NOTE
This Current Report on Form 8-K/A (this “Amendment”) amends
the Current Report on Form 8-K filed by EMCORE Corporation (the “Company”) with the U.S. Securities and Exchange Commission
(the “SEC”) on March 14, 2023 (the “Original Form 8-K”). The Original Form 8-K reported, among other things, the
final voting results of the Company’s 2023 annual meeting of shareholders held on March 10, 2023 (the “2023 Annual Meeting”).
The sole purpose of this Amendment is to disclose the Company’s decision regarding how frequently it will conduct future shareholder
advisory votes to approve the compensation of its named executive officers. This Amendment does not amend, modify, or supplement the Original
Form 8-K in any other respect.
Item
5.07 Submission of Matters to a Vote of Security Holders.
As previously reported in the Original Form 8-K, at the 2023 Annual
Meeting, a majority of shareholders that voted on the frequency of approval of executive compensation
of the Company's named executive officers indicated a preference to hold future advisory votes every year.
In light of these results and in accordance with its previous recommendation
in the proxy statement for the 2023 Annual Meeting, the Company’s board of directors (the “Board”) determined that the
Company will hold future advisory votes on the frequency of approval of executive compensation of
the Company's named executive officers on an annual basis. The Board will re-evaluate this determination after the next shareholder
advisory vote on the frequency of future advisory votes on named executive officer compensation, which is required to occur no later than
the Company’s 2029 annual meeting of shareholders.
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.
|
EMCORE CORPORATION |
|
|
|
Dated: June
20, 2023 |
By: |
/s/
Tom Minichiello |
|
Name: |
Tom Minichiello |
|
Title: |
Chief Financial Officer |
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