APPLIED MATERIALS INC /DE false 0000006951 0000006951 2024-03-07 2024-03-07





Washington, D.C. 20549







Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): March 7, 2024



Applied Materials, Inc.

(Exact name of registrant as specified in its charter)




Delaware   000-06920   94-1655526

(State or other jurisdiction

of incorporation)



File Number)


(IRS Employer

Identification No.)

3050 Bowers Avenue

P.O. Box 58039

Santa Clara, CA 95052-8039

(Address of principal executive offices)

Registrant’s telephone number, including area code: (408) 727-5555


(Former name or former address, if changed since last report.)



Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:


Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)


Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)


Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))


Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:


Title of Each Class





Name of Each Exchange

on Which Registered

Common Stock, par value $.01 per share   AMAT   The NASDAQ Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐




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

The Annual Meeting of Shareholders of Applied Materials, Inc. (the “Company”) was held on March 7, 2024 (the “Annual Meeting”). At the Annual Meeting, the Company’s shareholders cast their votes on five proposals, as set forth below.


  Proposal 1.

Election of Directors.


Name of Nominee








Broker Non-Votes

Rani Borkar

  618,463,635   8,746,523   1,298,149   93,629,727

Judy Bruner

  591,928,448   34,501,691   2,078,168   93,629,727

Xun (Eric) Chen

  616,837,648   10,397,549   1,273,110   93,629,727

Aart J. de Geus

  612,129,046   15,103,817   1,275,444   93,629,727

Gary E. Dickerson

  617,051,409   10,251,779   1,205,119   93,629,727

Thomas J. Iannotti

  573,571,730   53,670,216   1,266,361   93,629,727

Alexander A. Karsner

  582,336,774   44,897,040   1,274,493   93,629,727

Kevin P. March

  624,701,896   2,521,384   1,285,027   93,629,727

Yvonne McGill

  614,878,299   12,392,131   1,237,877   93,629,727

Scott A. McGregor

  624,743,004   2,513,316   1,251,987   93,629,727

Each of the ten nominees was elected to serve as a director for a one-year term and until he or she is succeeded by another qualified director who has been elected, or, if earlier, until his or her death, resignation or removal.


  Proposal 2.

Approval, on an Advisory Basis, of the Compensation of the Company’s Named Executive Officers for Fiscal Year 2023.








Broker Non-Votes

572,991,421   53,019,540   2,497,346   93,629,727

The compensation of the Company’s named executive officers, as disclosed in the Company’s Proxy Statement for the Annual Meeting, was approved on an advisory basis.

  Proposal 3.

Ratification of the Appointment of KPMG LLP as the Company’s Independent Registered Public Accounting Firm for Fiscal Year 2024.







687,915,040   32,706,079   1,516,915

The appointment of KPMG LLP as the Company’s independent registered public accounting firm for fiscal year 2024 was ratified.


  Proposal 4.

Shareholder Proposal Regarding Lobbying Report.








Broker Non-Votes

104,007,724   515,597,291   8,903,292   93,629,727

The shareholder proposal requesting that the Company prepare a report disclosing Company policy and procedures governing lobbying and payments by the Company used for lobbying was not approved.


  Proposal 5.

Shareholder Proposal Regarding Pay Equity Reporting.








Broker Non-Votes

132,865,911   489,590,154   6,052,242   93,629,727

The shareholder proposal requesting that the Company report on quantitative median and adjusted pay gaps across race and gender was not approved.


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.



Applied Materials, Inc.


Dated: March 11, 2024    

/s/ Teri A. Little


Teri A. Little

Senior Vice President, Chief Legal Officer and Corporate Secretary