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NEWP > SEC Filings for NEWP > Form 8-K on 24-May-2013All Recent SEC Filings

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Form 8-K for NEWPORT CORP


24-May-2013

Submission of Matters to a Vote of Security Holders, Other Events


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

The annual meeting of stockholders of Newport Corporation (the "Registrant") was held on May 21, 2013. Of the 38,801,150 shares of the Registrant's common stock issued and outstanding and entitled to vote at the meeting, there were present at the meeting, in person or by proxy, the holders of 36,493,727 shares of common stock, representing approximately 94.05% of the total number of shares entitled to vote at the meeting. The following three proposals were presented and voted on at the meeting:

Proposal 1

To elect five nominees, Christopher Cox, Oleg Khaykin, Michael T. O'Neill, Robert J. Phillippy and Peter J. Simone, as members of the Board of Directors, to serve for a one-year term expiring at the Registrant's annual meeting of stockholders in 2014. The five nominees were elected by a plurality of the shares present and entitled to vote at the meeting in person or by proxy. The voting results were:

Nominee                  For       Withheld    Broker Non-Votes
Christopher Cox       29,361,074     677,184          6,455,469
Oleg Khaykin          29,128,184     910,074          6,455,469
Michael T. O'Neill    29,348,709     689,549          6,455,469
Robert J. Phillippy   29,249,036     789,222          6,455,469
Peter J. Simone       21,595,434   8,442,824          6,455,469

Proposal 2

To ratify the appointment of Deloitte & Touche LLP as the Registrant's independent auditors for the fiscal year ending December 28, 2013. Such proposal was approved by more than a majority of the shares present and entitled to vote at the meeting in person or by proxy. The voting results were:

For Against Abstain Broker Non-Votes 35,225,274 752,277 516,176 -

Proposal 3

An advisory vote on the approval of the compensation of the Registrant's named executive officers. Such proposal was approved by more than a majority of the shares present and entitled to vote at the meeting in person or by proxy. The voting results were:

For Against Abstain Broker Non-Votes 28,854,064 536,234 647,960 6,455,469



Item 8.01. Other Events.

On May 21, 2013, the Board of Directors of the Registrant appointed C. Kumar N. Patel as a member of the Audit Committee. Dr. Patel was appointed to replace Mr. Robert L. Guyett, who did not stand for reelection to the Board of Directors upon the expiration of his term at the Registrant's 2013 annual meeting of stockholders, in accordance with the Registrant's Corporate Governance Guidelines.


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