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3D SYSTEMS CORP Regulatory Filings 2021

May 19, 2021

33095_rns_2021-05-20_64c13634-b8e0-455a-b048-27acb18279ea.zip

Regulatory Filings

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of

The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): May 19, 2021 ( May 18, 2021 )

3D SYSTEMS CORPORATION

(Exact name of registrant as specified in its charter)

Delaware 001-34220 95-4431352
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
333 Three D Systems Circle Rock Hill , South Carolina 29730
(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code: (803) 326-3900

N/A

(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 (see General Instruction A.2. below):

☐ 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 | Trading
Symbol(s) | Name
of each exchange on which registered |
| --- | --- | --- |
| Common
stock, par value $0.001 per share | DDD | New York Stock
Exchange |

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) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2). 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. ☐

Field: Page; Sequence: 1

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

On May 18, 2021, 3D Systems Corporation (the “Company”) held its Annual Meeting of Stockholders (the “Annual Meeting”). A total of 89,808,965 shares of common stock were present in person or represented by proxy at the Annual Meeting, consisting of approximately 71.9% of the total shares entitled to vote. The final votes on the proposals presented at the Annual Meeting are as follows:

Proposal One:

As set forth below, the Company’s stockholders elected the following directors to serve until the next annual meeting and until their successors are elected and qualified:

Votes For Votes Against Abstentions Broker Non-Votes
Nominees for Election to Board of Directors
Malissia R. Clinton 67,329,362 1,353,126 143,338 20,983,139
William E. Curran 67,702,458 938,866 184,502 20,983,139
Thomas W. Erickson 52,361,042 16,309,639 155,145 20,983,139
Dr. Jeffrey A. Graves 65,149,702 3,512,950 163,174 20,983,139
Charles W. Hull 68,349,351 334,237 142,238 20,983,139
William D. Humes 68,138,061 520,007 167,758 20,983,139
Jim D. Kever 41,957,002 26,685,336 183,488 20,983,139
Charles G. McClure, Jr. 68,267,095 384,113 174,618 20,983,139
Kevin S. Moore 65,701,860 2,939,034 184,932 20,983,139
Dr. Vasant Padmanabhan 68,398,533 263,114 164,179 20,983,139
Dr. John J. Tracy 68,399,881 276,919 149,026 20,983,139
Dr. Jeffrey Wadsworth 52,347,211 16,303,356 175,259 20,983,139

Proposal Two:

As set forth below, the Company’s stockholders approved, on an advisory basis, the compensation of the Company’s named executive officers:

Votes For Votes Against Abstentions Broker Non-Votes
63,840,554 4,745,042 240,230 20,983,139

Proposal Three:

As set forth below, the Company’s stockholders ratified the appointment of BDO USA, LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2021:

| Votes
For | Votes
Against | Abstentions |
| --- | --- | --- |
| 89,921,910 | 648,060 | 238,995 |

Proposal Four:

As set forth below, the Company’s stockholders rejected a stockholder proposal to reduce the ownership required for stockholders to call a special meeting:

Votes For Votes Against Abstentions Broker Non-Votes
12,647,389 55,845,492 332,945 20,983,139

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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.

Date: May 19, 2021
By:
/s/ Andrew M. Johnson
(Signature)
Name: Andrew M. Johnson
Title: Executive Vice President, Chief Legal Officer and Secretary