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MU > SEC Filings for MU > Form 8-K on 24-Jan-2013All Recent SEC Filings

Show all filings for MICRON TECHNOLOGY INC | Request a Trial to NEW EDGAR Online Pro

Form 8-K for MICRON TECHNOLOGY INC


24-Jan-2013

Change in Directors or Principal Officers, Amendments to Articles of Inc. o


Item 5.02. Departure of Directors or Certain Officers; Election of
Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

Effective January 22, 2013, the Company's Board of Directors appointed Richard M. Beyer to the Company's Board of Directors. Mr. Beyer was also appointed to the Compensation Committee and the Governance Committee of the Board of Directors. The full text of the press release issued in connection with the appointment of Mr. Beyer to the Board of Directors is attached as Exhibit 99.1 to this Current Report on Form 8-K.



Item 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.

Effective January 22, 2013, the Company's Board of Directors amended the Company's Bylaws to increase the authorized number of directors from six to seven to accommodate appointment of Mr. Beyer to the Company's Board of Directors. The Company's Bylaws, as amended, are attached as Exhibit 99.2 to this Current Report on Form 8-K.



Item 5.07. Submission of Matters to a Vote of Security Holders.

The Company's Fiscal 2012 Annual Meeting of Shareholders was held on January 22, 2013. At the meeting, the following proposals were submitted to a vote of the shareholders:

Proposal 1

The following nominees for Directors were elected. Each person elected as a
Director will serve until the next annual meeting of shareholders or until such
person's successor is elected and qualified.

Name of Nominee         For        Against     Abstain

Robert L. Bailey   711,024,215   5,445,254     932,662
Patrick J. Byrne   684,061,407  32,416,984     923,740
D. Mark Durcan     711,147,613   5,327,681     926,837
Mercedes Johnson   710,896,298   5,574,415     931,418

Lawrence N. Mondry 683,564,060 32,895,726 942,345 Robert E. Switz 709,776,924 6,763,035 862,172

Proposal 2

The proposal by the Company to approve the Amended and Restated 2004 Equity Incentive Plan and to increase the shares reserved for issuance thereunder by 30,000,000 was approved with 621,743,327 votes in favor, 94,936,002 votes against, and 722,802 abstentions.

Proposal 3

The ratification of the appointment of PricewaterhouseCoopers LLP as our Independent Registered Public Accounting Firm for the fiscal year ending August 29, 2013, was approved with 863,745,653 votes in favor, 11,601,239 votes against, and 3,769,661 abstentions.

Proposal 4

The proposal by the Company to approve a non-binding resolution approving the compensation of our Named Executive Officers was approved with 669,828,263 votes in favor, 46,614,529 votes against, and 959,339 abstentions.



Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.   Description
99.1          Press Release issued on January 22, 2013
99.2          Bylaws of the Registrant, as amended


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