UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 OR 15(d)
of the Securities Exchange Act of 1934
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Emerging growth company
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| Item 5.07 | Submission of Matters to a Vote of Security Holders. |
At the annual meeting of shareholders of Gentherm Incorporated (the “Company”) held on May 20, 2021, the Company’s shareholders: elected nine directors, each to serve for a one-year term until the 2022 annual meeting of shareholders or until a successor has been duly elected and qualified, or until such director’s earlier resignation, retirement or other termination of service; ratified the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the year ended December 31, 2021; and approved (on an advisory basis) the compensation of the Company’s named executive officers.
The final results of the voting are shown below.
Proposal No. 1 – Election of directors
| Nominee | For | Withheld | Broker Non- Votes | |||
| Sophie Desormière |
30,472,260 | 224,587 | 744,648 | |||
| Phillip M. Eyler |
30,687,396 | 9,451 | 744,648 | |||
| Yvonne Hao |
30,450,096 | 246,751 | 744,648 | |||
| David Heinzman |
30,686,998 | 9,849 | 744,648 | |||
| Ronald Hundzinski |
30,679,453 | 17,394 | 744,648 | |||
| Charles Kummeth |
30,146,543 | 550,304 | 744,648 | |||
| Betsy Meter |
30,685,349 | 11,498 | 744,648 | |||
| Byron Shaw II |
30,487,163 | 209,684 | 744,648 | |||
| John Stacey |
30,253,871 | 442,976 | 744,648 |
Proposal No. 2 – Ratification of appointment of Ernst & Young LLP as independent registered public accounting firm for the year ended December 31, 2021
| For |
Against |
Abstain | ||
| 31,408,363 |
31,570 | 1,562 |
Proposal No. 3 – Approval (on an advisory basis) of named executive officer compensation
| For |
Against |
Abstain |
Broker Non-Votes | |||
| 28,571,028 |
2,080,921 | 44,898 | 744,648 |
2
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.
| GENTHERM INCORPORATED | ||
| By: | /s/ Wayne Kauffman | |
| Wayne Kauffman | ||
| Senior Vice President, General Counsel and Secretary | ||
Date: May 24, 2021