UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM 6-K

 

 

REPORT OF FOREIGN PRIVATE ISSUER

PURSUANT TO RULE 13a-16 OR 15d-16

UNDER THE SECURITIES EXCHANGE ACT OF 1934

For the month of April, 2021

Commission File Number: 001-38438

 

 

Spotify Technology S.A.

(Translation of registrant’s name into English)

 

 

42-44, avenue de la Gare

L-1610 Luxembourg

Grand Duchy of Luxembourg

(Address of principal executive office)

 

 

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

Form 20-F  ☒            Form 40-F  ☐

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by regulation S-T Rule 101(b)(1):

Yes  ☐            No  ☒

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by regulation S-T Rule 101(b)(7):

Yes  ☐            No  ☒

 

 

 


INFORMATION CONTAINED IN THIS REPORT ON FORM 6-K

Results of Annual General Meeting of the Company

Spotify Technology S.A. (the “Company”) held its 2021 annual general meeting of shareholders and holders of beneficiary certificates on April 21, 2021. The Company’s shareholders and holders of beneficiary certificates considered the following proposals, each of which is described in greater detail in the Company’s proxy statement dated March 12, 2021.

1. Approval of the Company’s Annual Accounts and Consolidated Financial Statements

Based on the votes set forth below, the proposal to approve the Company’s annual accounts for the financial year ended December 31, 2020 and the Company’s consolidated financial statements for the financial year ended December 31, 2020 was approved.

 

For

   Against      Abstain  
505,644,308      172,855        1,115,965  

2. Approval of Allocation of the Company’s Annual Results

Based on the votes set forth below, the proposal to approve allocation of the Company’s annual results for the financial year ended December 31, 2020 was approved.

 

For

   Against      Abstain  
506,894,041          8,594             30,493  

3. Approval of Granting Discharge of the Liability of the Board of Directors

Based on the votes set forth below, the proposal to grant discharge of the liability of the members of the Company’s board of directors (the “Board of Directors”) for, and in connection with, the financial year ended December 31, 2020 was approved.

 

For

   Against      Abstain  
505,266,815      257,471        1,408,842  

4. Appointment of Directors

Based on the votes set forth below, the following directors were elected as members of the Board of Directors for the period ending at the general meeting of shareholders approving the annual accounts for the financial year ending on December 31, 2021.

 

     For      Against      Abstain  

Daniel Ek (A Director)

     487,700,769        18,928,600        303,759  

Martin Lorentzon (A Director)

     502,317,017        4,543,522        72,589  

Shishir Samir Mehrotra (A Director)

     504,674,869        2,230,337        27,922  

Christopher Marshall (B Director)

     500,743,703        6,155,013        34,412  

Barry McCarthy (B Director)

     505,726,031        1,184,067        23,030  

Heidi O’Neill (B Director)

     506,474,062        429,287        29,779  

Ted Sarandos (B Director)

     506,456,935        428,697        47,496  

Thomas Owen Staggs (B Director)

     503,922,250        2,960,437        50,441  

Cristina Mayville Stenbeck (B Director)

     506,454,625        430,319        48,184  

Mona Sutphen (B Director)

     506,489,980        410,870        32,278  

Padmasree Warrior (B Director)

     506,475,719        431,720        25,689  


5. Appointment of Independent Auditor

Based on the votes set forth below, the proposal to appoint Ernst & Young S.A. (Luxembourg) as the Company’s independent auditor for the period ending at the general meeting of shareholders approving the annual accounts for the financial year ending on December 31, 2021 was approved.

 

For

   Against      Abstain  
506,713,608           188,505          31,015  

6. Approval of 2021 Director Remuneration

Based on the votes set forth below, the proposal to approve the directors’ remuneration for the year 2021 was approved.

 

For

   Against      Abstain  
481,804,824      25,074,646          53,658  

7. Authorization to Repurchase Shares

Based on the votes set forth below, the proposal to authorize the Board of Directors to repurchase 10,000,000 ordinary shares issued by the Company during a period of five years, for a price that will be determined by the Board of Directors within the following limits: at least the par value and at the most the fair market value, was approved.

 

For

   Against      Abstain  
506,539,768           279,205        114,155  

8. Authorization and Empowerment to Execute and Deliver Documents Required by Luxembourg Laws

Based on the votes set forth below, the proposal to authorize and empower each of Mr. Guy Harles and Mr. Alexandre Gobert to execute and deliver, under their sole signature, on behalf of the Company and with full power of substitution, any documents necessary or useful in connection with the annual filing and registration required by the Luxembourg laws.

 

For

   Against      Abstain  
506,888,038             22,855          22,235  


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, thereunto duly authorized.

 

    Spotify Technology S.A.
Date: April 21, 2021     By:  

/s/ Horacio Gutierrez

    Name:   Horacio Gutierrez
    Title:   Head of Global Affairs and Chief Legal Officer
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