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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

March 7, 2017
Date of Report (Date of earliest event reported)
 
QUALCOMM Incorporated
(Exact name of registrant as specified in its charter)
 
Delaware
(State or other jurisdiction of incorporation)

000-19528
 
95-3685934
(Commission File Number)
 
(IRS Employer Identification No.)

5775 Morehouse Drive, San Diego, CA
 
92121
(Address of principal executive offices)
 
(Zip Code)

858-587-1121
(Registrant’s telephone number, including area code)
 
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:
o    Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o    Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o    Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o    Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))





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

Qualcomm Incorporated (the Company) held its 2017 Annual Meeting of Stockholders on March 7, 2017 (the Annual Meeting). At the Annual Meeting, the Company’s stockholders considered four proposals, each of which is described briefly below and in more detail in the Company’s definitive proxy statement dated January 19, 2017. The final voting results for each proposal are set forth below.

Proposal 1:
To elect 11 directors to hold office until the Company’s next annual meeting of stockholders and until their respective successors have been elected and qualified:
 
FOR
 
WITHHOLD
 
ABSTAIN
 
BROKER
NON-VOTES
 
 
 
 
 
 
 
 
Barbara T. Alexander
1,075,304,190

 
9,245,754

 
23,521,346

 
217,372,462

Jeffrey W. Henderson
1,100,205,296

 
3,813,140

 
4,052,854

 
217,372,462

Thomas W. Horton
1,076,926,620

 
26,313,290

 
4,831,380

 
217,372,462

Paul E. Jacobs
1,091,383,955

 
5,944,105

 
10,743,230

 
217,372,462

Ann M. Livermore
1,100,128,410

 
3,775,685

 
4,167,195

 
217,372,462

Harish Manwani
947,966,045

 
15,347,048

 
144,758,197

 
217,372,462

Mark D. McLaughlin
1,082,636,620

 
6,288,314

 
19,146,356

 
217,372,462

Steve Mollenkopf
1,100,145,725

 
3,997,216

 
3,928,349

 
217,372,462

Clark T. Randt, Jr.
971,500,041

 
103,801,740

 
32,769,509

 
217,372,462

Francisco Ros
1,076,791,932

 
26,460,732

 
4,818,626

 
217,372,462

Anthony J. Vinciquerra
1,099,743,165

 
4,264,074

 
4,064,051

 
217,372,462


Each of the foregoing nominees was elected and each received affirmative votes from more than a majority of the votes cast.

Proposal 2:
To ratify the selection of PricewaterhouseCoopers LLP as the Company’s independent public accountants for the Company’s fiscal year ending September 24, 2017:
FOR
 
AGAINST
 
ABSTAIN
 
BROKER
NON-VOTES
 
 
 
 
 
 
 
1,279,548,298
 
41,806,612
 
4,088,842
 
-

The foregoing proposal was approved.

Proposal 3:    Advisory vote to approve the Company’s executive compensation:
FOR
 
AGAINST
 
ABSTAIN
 
BROKER
NON-VOTES
 
 
 
 
 
 
 
1,028,462,287
 
69,816,835
 
9,792,168
 
217,372,462

The foregoing advisory vote was approved.

Proposal 4:    Stockholder proposal to amend the proxy access provision of the Company's Amended and Restated Bylaws:
FOR
 
AGAINST
 
ABSTAIN
 
BROKER
NON-VOTES
 
 
 
 
 
 
 
349,268,759
 
751,127,050
 
7,675,481
 
217,372,462

The foregoing proposal was not approved.







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.

 
 
QUALCOMM Incorporated
 
 
 
 
 
 
 
 
 
 
 
 
Date:
March 10, 2017
By:
/s/ Donald J. Rosenberg
 
 
 
Donald J. Rosenberg
 
 
 
Executive Vice President, General Counsel and
 
 
 
Corporate Secretary