Item 5.07 Submission of Matters to a Vote of Security Holders.
OnMarch 18, 2021 ,Keysight Technologies, Inc. (the "Company") held its virtual only Annual Meeting of Stockholders (the "Annual Meeting"). As ofJanuary 19, 2021 , the Company's record date for the Annual Meeting, there were a total of 186,084,525 shares of Common Stock outstanding and entitled to vote at the Annual Meeting. At the Annual Meeting, 165,084,895 shares of Common Stock or 88.72% were represented in person or by proxy and, therefore, a quorum was present.
The stockholders of the Company voted on the following items at the Annual Meeting:
1.Election of the Directors nominated by the Board of Directors. 2.Ratification of the appointment ofPricewaterhouseCoopers LLP as the Company's independent registered public accounting firm for fiscal year 2021. 3.Approval, on a non-binding advisory basis, of the compensation of the Company's named executive officers for fiscal year 2020. 4.Approval, on a non-binding advisory basis, of the frequency of the stockholder vote on the compensation of the Company's named executive officers. Votes regarding the election of the director nominees were as follows: Nominee For Against Abstain Broker Non-Votes Uncast Ronald S. Nersesian 134,057,066 13,995,871 1,844,897 15,227,061 0 Charles J. Dockendorff 140,683,992 9,028,885 144,957 15,227,061 0 Robert A. Rango 144,116,324 5,594,797 146,713 15,227,061 0
Based on the votes set forth above, the director nominees were duly elected.
The proposal to ratify the
For Against Abstain Broker Non-Votes Uncast
163,684,555 953,055 447,285 0 0 Based on the votes set forth above, the appointment ofPricewaterhouseCoopers LLP as the Company's independent registered public accounting firm for fiscal year 2021 was duly ratified.
The proposal to approve, on a non-binding advisory basis, the compensation of the Company's named executive officers for fiscal year 2020 received the following votes:
For Against Abstain Broker Non-Votes Uncast 135,694,495 13,907,373 255,966 15,227,061 0
Based on the votes set forth above, the compensation of the Company's named executive officers for fiscal year 2020 was approved.
The proposal to approve, on a non-binding advisory basis, the frequency of the stockholder vote on the compensation of the Company's named executive officers received the following votes: 1 Year 2 Years 3 Years Abstain Broker Non-Votes Uncast 147,703,583 86,919 1,153,182 161,237 15,955,636 24,338 Based on the votes set forth above, the frequency of the stockholder vote on the compensation of the Company's named executive officers will be one time each year. 1
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Item 9.01. Financial Statements and Exhibits.
(d) Exhibits Exhibit No.
Description
101 Cover Page Interactive Data File -
the cover page XBRL tags are embedded
within the Inline XBRL document. 104 The cover page from this Current
Report on Form 8-K, formatted as Inline
XBRL. 2
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