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):
March 5, 2013


Cabot Microelectronics Corporation
(Exact name of registrant as specified in its charter)

Delaware
 
000-30205
 
36-4324765
(State or other jurisdiction of incorporation)
 
(Commission File Number)
 
(IRS Employer Identification)

870 Commons Drive, Aurora, Illinois
 
60504
(Address of principal executive offices)
 
(Zip Code)

(630) 375-6631
(Registrant's telephone number, including area code)

Not applicable
(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:

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.

On March 5, 2013, Cabot Microelectronics Corporation (the "Company") held its annual meeting of stockholders ("Annual Meeting"), at which the following proposals were approved by the Company's stockholders:

Proposal 1 – Election of three directors, each for a term of three years:

All three of the Board's nominees for director were elected by the stockholders to serve for a term of three years, by the votes set forth in the table below:

 
Number of Votes For Election
Number of Votes Withheld
Broker Non-Votes
H. Laurance Fuller
20,188,637
1,206,694
865,069
Richard S. Hill
21,327,865
     67,466
865,069
Edward J. Mooney
21,054,380
   340,951
865,069


 
 
 
 
Proposal 2 – Advisory (non-binding) vote on the compensation of named executive officers:

The stockholders approved, on an advisory (non-binding) basis, the compensation of named executive officers, by the votes set forth in the table below:

For
Against
Abstain
Broker Non-Votes
20,790,905
503,872
100,554
865,069


 
 
Proposal 3 – Ratification of the selection of PricewaterhouseCoopers LLP as the Company's independent auditors for fiscal year 2013:

The selection of PricewaterhouseCoopers LLP as the Company's independent auditors for fiscal year 2013 was ratified by the stockholders, by the votes set forth in the table below:

 
For
 
Against
 
Abstain
21,176,046
1,082,770
1,584





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.

 
CABOT MICROELECTRONICS CORPORATION
 
 
 
 
 
 
Date: March 7, 2013
By:
/s/ WILLIAM S. JOHNSON
 
 
William S. Johnson
 
 
Vice President and Chief Financial Officer
 
 
[Principal Financial Officer]