false0000096943 0000096943 2020-05-01
2020-05-01
UNITED
STATES
SECURITIES AND
EXCHANGE COMMISSION
Washington, DC
20549
FORM
8-K
CURRENT
REPORT
PURSUANT TO
SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
1934
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Date of
Report (Date of Earliest Event Reported)
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May 1, 2020
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TELEFLEX
INCORPORATED
(Exact name of
Registrant as Specified in Its Charter)
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Delaware
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1-5353
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23-1147939
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(State or Other
Jurisdiction
of Incorporation
or Organization)
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(Commission File
Number)
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(IRS
Employer
Identification
No.)
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550 E. Swedesford Rd., Suite 400
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Wayne,
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PA
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19087
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(Address of
Principal Executive Offices)
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(Zip Code)
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Registrant’s Telephone Number,
Including Area Code
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(610)
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225-6800
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Not
applicable
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(Former Name
or Former Address, If Changed Since Last Report)
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Securities registered
pursuant to Section 12(b) of the Act:
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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, par value
$1 per share
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TFX
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New York Stock
Exchange
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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))
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) Teleflex
Incorporated (the "Company") held its 2020 annual meeting of
stockholders on May 1, 2020 (the “2020 Annual Meeting”). At the
2020 Annual Meeting, the Company’s stockholders voted
on:
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the election of
three directors of the Company to serve for a term of three years
or until their successors have been duly elected and
qualified;
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•
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the approval, on
an advisory basis, of the compensation of the Company’s named
executive officers; and
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•
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the ratification
of the appointment of PricewaterhouseCoopers LLP as the Company’s
independent registered public accounting firm for
2020.
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(b) The final
voting results with respect to each proposal are set forth
below.
1. Election
of Directors
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Name
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For
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Against
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Abstain
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Broker Non-Votes
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George Babich,
Jr.
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37,415,461
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1,961,939
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36,160
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1,803,160
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Gretchen R.
Haggerty
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39,092,139
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285,909
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35,512
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1,803,160
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Liam J. Kelly
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37,299,317
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1,871,857
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242,386
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1,803,160
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2. Advisory
Vote on Compensation of Named Executive Officers
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For
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Against
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Abstain
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Broker Non-Votes
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37,319,389
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1,983,755
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110,416
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1,803,160
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3. Ratification
of Appointment of Independent Registered Public Accounting
Firm
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For
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Against
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Abstain
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Broker Non-Votes
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39,711,518
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1,493,963
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11,239
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0
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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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Date: May 7,
2020
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TELEFLEX
INCORPORATED
By: /s/
James J. Leyden
Name: James J.
Leyden
Title: Corporate Vice
President, General Counsel and Secretary
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