Washington, D.C. 20549







Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): March 7, 2019



Applied Materials, Inc.

(Exact name of registrant as specified in its charter)




Delaware   000-06920   94-1655526

(State or other jurisdiction

of incorporation)



File Number)


(IRS Employer

Identification No.)


3050 Bowers Avenue

P.O. Box 58039

Santa Clara, CA

(Address of principal executive offices)   (Zip Code)

Registrant’s telephone number, including area code: (408) 727-5555


(Former name or former address, if changed since last report.)



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.

The Annual Meeting of Shareholders of Applied Materials, Inc. (the “Company”) was held on March 7, 2019 (the “Annual Meeting”). At the Annual Meeting, the Company’s shareholders cast their votes on four proposals, as set forth below.


  Proposal 1. 

Election of Directors.


Name of Nominee

   For    Against    Abstain    Broker

Judy Bruner

   661,672,870    13,872,379       976,054    144,077,160

Xun (Eric) Chen

   672,529,276      2,993,134       998,893    144,077,160

Aart J. de Geus

   658,280,717    16,035,609    2,204,977    144,077,160

Gary E. Dickerson

   665,818,363      8,566,912    2,136,028    144,077,160

Stephen R. Forrest

   658,307,588    15,960,385    2,253,330    144,077,160

Thomas J. Iannotti

   653,496,932    20,801,355    2,223,016    144,077,160

Alexander A. Karsner

   656,868,538    17,424,881    2,227,884    144,077,160

Adrianna C. Ma

   674,112,490      1,397,024    1,011,789    144,077,160

Scott A. McGregor

   674,155,895      1,325,994    1,039,414    144,077,160

Dennis D. Powell

   657,185,721    17,106,875    2,228,707    144,077,160

Each of the ten nominees was elected to serve as a director for a one-year term and until he or she is succeeded by another qualified director who has been elected, or, if earlier, until his or her death, resignation or removal.



2. Approval, on an Advisory Basis, of the Compensation of the Company’s Named Executive Officers for Fiscal Year 2018.


For   Against   Abstain   Broker
648,927,098   25,949,258   1,644,947   144,077,160

The compensation of the Company’s named executive officers, as disclosed in the Company’s Proxy Statement for the Annual Meeting, was approved on an advisory basis.

  Proposal 3. 

Ratification of the Appointment of KPMG LLP as the Company’s Independent Registered Public Accounting Firm for Fiscal Year 2019.


For   Against   Abstain
804,612,345   13,760,344   2,225,774

The appointment of KPMG LLP as the Company’s independent registered public accounting firm for fiscal year 2019 was ratified.



4. Shareholder Proposal to Provide for Right to Act by Written Consent.


For   Against   Abstain   Broker
336,867,494   334,357,678   5,296,131   144,077,160

The shareholder proposal to provide for right to act by written consent was not approved1.



Under Delaware law, the affirmative “FOR” vote of a majority of those shares present in person or represented by proxy at the meeting and entitled to vote on the matter is required to approve the shareholder proposal. An abstention is counted as entitled to vote on the proposal and therefore has the same effect as an “AGAINST” vote.


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.



Applied Materials, Inc.


Dated: March 11, 2019


/s/ Christina Y. Lai

      Christina Y. Lai
      Corporate Secretary