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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 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 21, 2021

______________

Power Integrations, Inc.

(Exact name of Registrant as specified in its charter)

______________

Delaware

000-23441

94-3065014

(State or other jurisdiction

(Commission

(IRS Employer

of incorporation)

File Number)

Identification No.)

5245 Hellyer Avenue

San Jose, California 95138-1002

(Address of principal executive offices, including zip code)

Registrant's telephone number, including area code (408414-9200

______________

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

POWI

The Nasdaq Global Select Market

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

Power Integrations, Inc. (“Power Integrations”) held its 2021 Annual Meeting of Stockholders (the “Annual Meeting”) on May 21, 2021. The following is a brief description of each matter voted upon at the Annual Meeting, as well as the final tally of the number of votes cast for or against each matter, and the number of abstentions and broker non-votes with respect to each matter.

1.Power Integrations’ stockholders elected each of the directors proposed by Power Integrations for re-election; to serve until Power Integrations’ 2022 Annual Meeting of Stockholders or until his or her respective successor has been elected and qualified. The tabulation of votes on this matter was as follows:

Nominee

Shares

Voted For

Shares

Withheld

Wendy Arienzo

55,010,249

1,073,763

Balu Balakrishnan

55,581,450

502,562

Nicholas E. Brathwaite

54,933,557

1,150,455

Anita Ganti

56,017,889

66,123

William L. George

55,346,057

737,955

Balakrishnan S. Iyer

54,858,224

1,225,788

Jennifer Lloyd

56,018,340

65,672

Necip Sayiner

55,973,975

110,037

Steven J. Sharp

55,372,807

711,205

There were 2,057,964 broker non-votes for this proposal.

2.Power Integrations’ stockholders approved, on an advisory basis, a resolution approving the compensation of Power Integrations’ named executive officers, as disclosed in Power Integrations’ proxy statement.  The tabulation of votes on this matter was as follows:

Shares voted for:

53,075,483

Shares voted against:

2,898,747

Shares abstaining:

109,782

Broker non-votes:

2,057,964

3.  Power Integrations’ stockholders approved the amendment and restatement of 2016 Incentive Award Plan, as disclosed in Power Integrations’ proxy statement.  The tabulation of votes on this matter was as follows:

Shares voted for:

54,114,402

Shares voted against:

1,944,194

Shares abstaining:

25,416

Broker non-votes:

2,057,964

4.  Power Integrations’ stockholders approved the amendment and restatement of the 1997 Employee Stock Purchase Plan, as disclosed in Power Integrations’ proxy statement.  The tabulation of votes on this matter was as follows:

Shares voted for:

55,751,803

Shares voted against:

326,223

Shares abstaining:

5,986

Broker non-votes:

2,057,964

5.  Power Integrations’ stockholders ratified the selection of Deloitte & Touche LLP as the independent registered public accounting firm of Power Integrations for its fiscal year ending December 31, 2021. The tabulation of votes on this matter was as follows:

Shares voted for:

57,611,030

Shares voted against:

481,220

Shares abstaining:

49,726

Broker non-votes:

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.

Power Integrations, Inc.

May 25, 2021

 /s/ Sandeep Nayyar

(Date)

Sandeep Nayyar

Chief Financial Officer