ITEM 5.02. Departure of Directors or Certain Officers; Election of Directors;


            Appointment of Certain Officers; Compensatory Arrangements of Certain
            Officers



Approval of the Coherent, Inc. Amended and Restated Employee Stock Purchase Plan

On May 6, 2021, the stockholders of Coherent, Inc. (the "Company") approved the Company's amended and restated Employee Stock Purchase Plan (the "Plan"). A description of the terms of the Plan is incorporated by reference herein to "Proposal Two - Approval of Our Amended and Restated Employee Stock Purchase Plan" contained in the Company's proxy statement on Schedule 14A filed with the Securities and Exchange Commission on March 19, 2021.

ITEM 5.07. Submission of Matters to a Vote of Securityholders

On May 6, 2021, the Company held its annual meeting of stockholders (the "Annual Meeting"). Present at the Annual Meeting in person or by proxy were holders of 20,181,154 shares of the Company's common stock, or approximately 82.5% of the total shares entitled to vote at the meeting. The voting results for each of the proposals considered at the Annual Meeting are provided below.





Proposal One


The stockholders elected each of the nominees listed below to serve on the Company's board of directors.





                                                                              Broker Non-
Nominee                 Votes For        Votes Against       Abstentions         Votes
Jay T. Flatley           17,509,605             566,526            19,062        2,085,961
Pamela Fletcher          17,744,131             335,398            15,664        2,085,961
Andreas W. Mattes        17,896,303             181,572            17,318        2,085,961
Beverly Kay Matthews     18,062,287              18,814            14,092        2,085,961
Michael R. McMullen      17,737,695             338,427            19,071        2,085,961
Garry W. Rogerson        17,102,263             975,895            17,035        2,085,961
Steve Skaggs             17,704,101             372,594            18,498        2,085,961
Sandeep Vij              17,221,061             853,072            21,060        2,085,961




Proposal Two



The stockholders voted to approve the Company's amended and restated Employee
Stock Purchase Plan.



Votes For    Votes Against   Abstentions   Broker Non-Votes
18,049,864      35,408          9,921         2,085,961




Proposal Three


The stockholders ratified the appointment of Deloitte & Touche LLP as the Company's independent registered public accounting firm for the Company's fiscal year ending October 2, 2021.





Votes For    Votes Against   Abstentions   Broker Non-Votes
19,422,062      736,638        22,454             --




Proposal Four


The stockholders voted to approve, on a non-binding, advisory basis, the Company's named executive officer compensation.

Votes For Votes Against Abstentions Broker Non-Votes 16,736,026 1,329,540 29,627 2,085,961

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