Current Report Filing (8-k)

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 17, 2021

UNIVERSAL DISPLAY CORPORATION

(Exact name of Registrant as Specified in Its Charter)

Pennsylvania	1-12031	23-2372688
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

375 Phillips Boulevard, Ewing, NJ		08618
(Address of Principal Executive Offices)		(Zip Code)

Registrant’s Telephone Number, Including Area Code: (609) 671-0980

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

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	OLED	The NASDAQ Stock Market LLC

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 (see General Instructions A.2. below):

☐	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))

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.

(a)The Company held its 2021 Annual Meeting of Shareholders on June 17, 2021.

(b)The number of votes represented at the annual meeting, in person or by proxy, was 42,332,644. In determining this number, abstentions and shares held by brokers who have notified us that they lack voting authority with respect to any matter (referred to herein as “broker non-votes”) were deemed present for quorum purposes. The matters voted upon at the annual meeting and the results of the vote on each such matter are set forth below:

1. Election of Directors.


Name	Votes FOR	Votes AGAINST	Abstentions	Broker Non-Votes
Steven V. Abramson	36,037,703	410,888	40,672	5,843,381
Cynthia J. Comparin	36,275,542	168,889	44,832	5,843,381
Richard C. Elias	33,827,331	2,613,541	48,391	5,843,381
Elizabeth H. Gemmill	29,777,826	6,667,765	43,672	5,843,381
C. Keith Hartley	30,085,909	6,043,544	359,810	5,843,381
Celia M. Joseph	36,135,884	308,281	45,098	5,843,381
Lawrence Lacerte	30,248,314	6,187,182	53,767	5,843,381
Sidney D. Rosenblatt	30,407,100	6,027,844	54,319	5,843,381
Sherwin I. Seligsohn	34,634,714	1,799,519	55,030	5,843,381

* Abstentions and broker non-votes were not considered votes “cast” with respect to the election of directors.

2. Advisory resolution to approve compensation of the Company’s named executive officers.

Votes FOR

Votes AGAINST

Abstentions

Broker Non-Votes

19,395,225

16,786,993

307,045

5,843,381

* Abstentions and broker non-votes were not considered votes “cast” on this proposal.

3. Proposal to ratify the appointment of KPMG LLP as the Company’s independent registered public accounting firm for 2021.

Votes FOR

Votes AGAINST

Abstentions

Broker Non-Votes

41,575,524

698,484

58,636

* Abstentions and broker non-votes were not considered votes “cast” on this proposal.

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 thereunto duly authorized.

	Universal Display Corporation

Date: June 21, 2021	By:	/s/ Sidney D. Rosenblatt
		Sidney D. Rosenblatt
		Executive Vice President, Chief Financial Officer, Treasurer and Secretary