Indie Semiconductor Appoints New Directors, Updates Officer Compensation

TL;DR

Indie Semi adds 2 directors, tweaks exec pay. Board shakeup incoming.

AI Summary

On June 13, 2024, indie Semiconductor, Inc. filed an 8-K report detailing changes in its board of directors and executive compensation. Specifically, the company announced the election of two new directors, Dr. H.K. Lee and Mr. David W. Schanbacher, to its Board of Directors. Additionally, the filing disclosed updates to the compensatory arrangements for certain officers.

Why It Matters

Changes in board composition and executive compensation can signal shifts in company strategy, governance, or financial outlook, which are important for investors to monitor.

Risk Assessment

Risk Level: low — The filing primarily concerns routine corporate governance matters such as board appointments and compensation adjustments, which typically carry low inherent risk.

Key Players & Entities

• indie Semiconductor, Inc. (company) — Registrant
• Dr. H.K. Lee (person) — Newly elected director
• David W. Schanbacher (person) — Newly elected director
• June 13, 2024 (date) — Date of report

FAQ

Key Financial Figures

• $0.0001 — stered Class A common stock, par value $0.0001 per share INDI The Nasdaq Stock Market

Filing Documents

• indi-20240613.htm (8-K) — 46KB
• 0001628280-24-028293.txt ( ) — 167KB
• indi-20240613.xsd (EX-101.SCH) — 2KB
• indi-20240613_lab.xml (EX-101.LAB) — 21KB
• indi-20240613_pre.xml (EX-101.PRE) — 12KB
• indi-20240613_htm.xml (XML) — 3KB

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 Annual Meeting on June 13, 2024. At the Annual Meeting, the stockholders of the Company voted on five proposals, each of which is described in more detail in the Company's definitive proxy statement on Schedule 14A, filed with the Securities and Exchange Commission on April 25, 2024 ("Proxy Statement"). The voting results for each of these proposals are detailed below. (i) The stockholders elected each of the following two directors to serve as Class III directors of the Board for a term expiring at the 2027 annual meeting of stockholders and until their respective successors are elected and qualified, by the vote set forth below: Nominee For Withhold Broker Non-Votes David Aldrich 83,073,660 36,069,089 23,686,204 Donald McClymont 101,647,353 18,105,526 23,076,074 (ii) The stockholders voted, on an advisory basis, in favor of one year as the frequency of future advisory votes on the compensation of the Company's named executive officers, by the vote set forth below: One Year Two Years Three Years Abstain Broker Non-Votes 118,502,889 173,092 704,281 382,040 23,066,651 In accordance with the stockholders' preference, the Company intends to hold a non-binding advisory vote on named executive officers' compensation every year. (iii) The stockholders voted, on an advisory basis, in favor of the named executive officers' compensation as disclosed in the Proxy Statement, by the vote set forth below: For Against Abstain Broker Non-Votes 115,060,767 4,106,964 594,569 23,066,653 (iv) The stockholders approved an amendment to the 2021 Plan to increase the number of shares of Class A common stock reserved for issuance thereunder by 7,000,000 shares, by the vote set forth below: For Against Abstain Broker Non-Votes 89,682,124 29,354,210 725,968 23,066,651 (v) The stockholders ratified the appointment of KPMG LLP as the Company's independent registered public accounting

View Full Filing

View this 8-K filing on SEC EDGAR