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3D SYSTEMS CORP false 0000910638 0000910638 2025-05-16 2025-05-16
 
 

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 16, 2025

 

 

3D SYSTEMS CORPORATION

(Exact name of registrant as specified in its charter)

 

 

 

Delaware   001-34220   95-4431352
(State or Other Jurisdiction
of Incorporation)
  (Commission
File Number)
  (I.R.S. Employer
Identification No.)

333 Three D Systems Circle

Rock Hill, South Carolina 29730

(Address of Principal Executive Offices) (Zip Code)

(803) 326-3900

(Registrant’s telephone number, including area code)

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:

 

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 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.

On May 16, 2025, 3D Systems Corporation (the “Company”) held its Annual Meeting of Stockholders (the “Annual Meeting”). A total of 87,378,510 shares of common stock were present in person or represented by proxy at the Annual Meeting, consisting of approximately 64.46% of the 135,544,654 shares of common stock entitled to vote. The final votes on the proposals presented at the Annual Meeting are as follows:

Proposal One: Election of 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

     56,112,558        5,862,082        501,045        24,902,825  

Claudia N. Drayton

     28,667,605        33,317,758        490,321        24,902,825  

Thomas W. Erickson

     42,444,457        19,544,733        486,494        24,902,825  

Dr. Jeffrey A. Graves

     58,926,731        3,063,377        485,577        24,902,825  

Jim D. Kever

     56,273,159        5,718,113        484,413        24,902,825  

Charles G. McClure, Jr.

     58,858,861        3,131,711        485,113        24,902,825  

Kevin S. Moore

     33,589,100        28,402,230        484,354        24,902,825  

Dr. Vasant Padmanabhan

     58,625,386        3,323,597        526,702        24,902,825  

Dr. John J. Tracy

     57,914,992        4,036,085        524,608        24,902,825  

Proposal Two: Approval, on an advisory basis, of the compensation of the Company’s named executive officers:

 

Votes

For

  

Votes

Against

  

Abstentions

  

Broker

Non-Votes

55,494,097    6,573,186    408,401    24,902,825

Proposal Three: Ratification of the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2025:

 

Votes For

  

Votes Against

  

Abstentions

85,856,536    911,489    610,485

Item 8.01. Other Events.

Pursuant to the 3D Systems Corporation Non-Employee Director Compensation Policy, each non-employee director of the Company who is continuing as a director following the date of the annual meeting is to receive an annual equity award in the form of shares of restricted stock having a value of $150,000, with the number of shares of restricted stock to be issued being determined based on the closing sale price of the Company’s common stock on the date of grant. On May 16, 2025, in light of the depressed price for the Company’s common stock, the Company’s Board of Directors determined to pay the annual equity award for the year ending December 31, 2025 in the form of (i) shares of restricted stock having a value of $50,000 and (ii) cash in an amount not to exceed $100,000. In addition to the annual equity award, non-employee directors will continue to receive the annual cash compensation for service on the Company’s Board of Directors and its committees for the year ending December 31, 2025 as described in the 3D Systems Corporation Non-Employee Director Compensation Policy, which is included as Exhibit 10.2 to the Company’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2024, which was filed with the Securities and Exchange Commission on November 26, 2024.

 


SIGNATURE

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.

 

    3D SYSTEMS CORPORATION
Date: May 20, 2025     By:  

/s/ Jeffrey A. Graves

      Jeffrey A. Graves
      President and Chief Executive Officer