Bruker Corp Files 8-K on Governance Changes
Ticker: BRKRP · Form: 8-K · Filed: May 30, 2024 · CIK: 1109354
| Field | Detail |
|---|---|
| Company | Bruker Corp (BRKRP) |
| Form Type | 8-K |
| Filed Date | May 30, 2024 |
| Risk Level | low |
| Pages | 3 |
| Reading Time | 3 min |
| Key Dollar Amounts | $0.01 |
| Sentiment | neutral |
Sentiment: neutral
Topics: governance, bylaws, shareholder-vote
Related Tickers: BRKR
TL;DR
Bruker Corp filed an 8-K for governance updates - check for shareholder votes and bylaw changes.
AI Summary
Bruker Corporation filed an 8-K on May 30, 2024, to report changes to its Articles of Incorporation or Bylaws and the submission of matters to a vote of security holders. The filing does not disclose specific details about the nature of these changes or votes, only that they occurred on or around May 30, 2024.
Why It Matters
This filing indicates potential changes in Bruker Corporation's corporate governance structure or significant shareholder decisions, which could impact the company's strategic direction and shareholder rights.
Risk Assessment
Risk Level: low — The filing is procedural and does not contain information that immediately suggests a significant financial or operational risk.
Key Players & Entities
- Bruker Corporation (company) — Registrant
- May 30, 2024 (date) — Filing date and date of earliest event reported
FAQ
What specific amendments were made to Bruker Corporation's Articles of Incorporation or Bylaws?
The filing does not specify the exact amendments made to the Articles of Incorporation or Bylaws.
What matters were submitted to a vote of security holders?
The filing does not detail the specific matters submitted to a vote of security holders.
When was the earliest event reported in this 8-K filing?
The earliest event reported in this 8-K filing was on May 30, 2024.
What is Bruker Corporation's principal executive office address?
Bruker Corporation's principal executive office is located at 40 Manning Road, Billerica, MA 01821.
What is Bruker Corporation's telephone number?
Bruker Corporation's telephone number is (978) 663-3660.
Filing Stats: 813 words · 3 min read · ~3 pages · Grade level 11.7 · Accepted 2024-05-30 15:23:25
Key Financial Figures
- $0.01 — nge on Which Registered Common Stock, $0.01 par value per share BRKR The Nasdaq
Filing Documents
- brkr-20240530.htm (8-K) — 75KB
- brkr-ex3_1.htm (EX-3.1) — 269KB
- 0000950170-24-066508.txt ( ) — 504KB
- brkr-20240530.xsd (EX-101.SCH) — 30KB
- brkr-20240530_htm.xml (XML) — 5KB
03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year
Item 5.03. Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year. On May 30, 2024, Bruker Corporation (the "Company") adopted the Amended and Restated Bylaws (as so amended and restated, the "A&R Bylaws"), effective immediately following the Company's 2024 Annual Meeting of Stockholders. The A&R Bylaws, among other things: revise and enhance certain procedures and disclosure requirements set forth in the advanced notice by-law provision in connection with stockholder nominations of directors and submission of stockholder proposals; clarify that the Company is not required to indemnify or advance expenses to any person in connection with certain specified instances; add a forum selection clause that requires (i) certain proceedings to be exclusively brought in the Court of Chancery of the State of Delaware, or other courts of competent jurisdiction within the State of Delaware or the United States District for the District of Delaware and; (ii) the federal district courts of the United States to be the exclusive forum for the resolution of any complaint asserting a cause of action involving the Company and arising under the Securities Act of 1933, as amended; and reflect other administrative, modernizing, clarifying and conforming changes. The foregoing description of the A&R Bylaws does not purport to be complete and is qualified entirely by reference to the full text of the A&R Bylaws, which is attached as Exhibit 3.1 hereto and is incorporated by reference herein.
07. Submission of Matters to a Vote of Security Holders
Item 5.07. Submission of Matters to a Vote of Security Holders. The Company held its 2024 Annual Meeting of Stockholders on May 30, 2024. The proposals submitted by the Board to a vote of the stockholders, and the results of the voting on each proposal, are indicated below. Proposal No. 1 - Election of Directors Nominees for Class III director: For Withheld Broker Non-Votes William A. Linton, Ph.D. 105,689,199 19,302,176 16,264,470 Adelene Q. Perkins 122,089,408 2,901,967 16,264,470 Robert J. Rosenthal, Ph.D. 122,064,485 2,926,890 16,264,470 Proposal No. 2 - Advisory Vote on the 2023 Compensation of Named Executive Officers The proposal to approve, on an advisory basis, the 2023 compensation of the named executive officers as disclosed in the Company's proxy statement for the 2024 Annual Meeting of Stockholders was approved based on the following votes: For Against Abstain Broker Non-Votes 119,998,889 4,800,924 191,562 16,264,470 Proposal No. 3 - Ratification of the Appointment of Independent Registered Public Accounting Firm The proposal to ratify the appointment of PricewaterhouseCoopers LLP as the Company's independent registered public accounting firm for fiscal year 2024 was approved based on the following votes: For Against Abstain 140,831,198 393,353 31,294 -Bruker Confidential-
01. Financial Statements and Exhibits
Item 9.01. Financial Statements and Exhibits. (d) Exhibits. Number Description 3.1 Amended and Restated Bylaws of Bruker Corporation. 104 Cover Page Interactive Data File (embedded within the Inline XBRL document). -Bruker Confidential-
SIGNATURES
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 hereunto duly authorized. BRUKER CORPORATION (Registrant) Date: May 30, 2024 By: /s/ GERALD N. HERMAN Gerald N. Herman Executive Vice President and Chief Financial Officer -Bruker Confidential-