FORM 6-K
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16 OF
THE SECURITIES EXCHANGE ACT OF 1934
For the month of March 2002
STMicroelectronics N.V.
-----------------------------------------------
(Translation of registrant's name into English)
Route de Pre-Bois, ICC Bloc A, 1215 Geneva 15, Switzerland
----------------------------------------------------------
(Address of principal executive offices)
[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 X Form 40-F
--- ---
[Indicate by check mark whether the registrant by furnishing the
information contained in this Form is also thereby furnishing the information to
the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of
1934]
Yes No X
--- ---
[If "Yes" is marked, indicate below the file number assigned to the
Registrant in connection with Rule 12g3-2(b): 82-______]
Enclosures:
A press release dated March 28, 2002 announcing the results of the Annual
General Shareholders' Meeting.
[STMicroelectronics Logo]
PRESS RELEASE
COMMUNIQUE DE PRESSE
COMUNICATOSTAMPA
PRESSEINFORMATION
PR N(degree)C1177H
STMicroelectronics Announces Results of Annual General Meeting
Shareholders Approve all Proposed Resolutions
GENEVA, March 28, 2002 - STMicroelectronics N.V. (NYSE: STM) announced today
that all proposed resolutions were approved at its Annual General Shareholders'
Meeting. The approved resolutions include:
i- The re-appointment of the current Supervisory Board members -- Messrs
Dullieux, Dunn, Gallo, Gavois, Noblanc, Ovi, Steve, de Waard and White --
for a three-year term.
ii- The re-appointment of Mr. Pasquale Pistorio to a three-year term as the
ST's President and Chief Executive Officer.
iii- The re-appointment of PricewaterhouseCoopers as auditors for a
three-year term.
All three-year terms will expire on the date of the Annual General Meeting
in 2005.
iv- The distribution of a cash dividend of $0.04 per share, consistent with
last year's cash dividend payment. Starting from April 22, 2002,
STMicroelectronics shares will be quoted ex dividend on all markets on which
they are listed (New York, Paris and Milan).
For holders of shares listed on the NYSE, the record date for the
distribution of dividends will be April 24, 2002, and payment date will be
April 29, 2002
Following the Shareholders' Meeting, the Supervisory Board which also met on
March 27, 2002 decided to appoint:
Mr Bruno Steve as its Chairman
Mr. Jean-Pierre Noblanc as its Vice Chairman
About STMicroelectronics
STMicroelectronics, the world's third largest independent semiconductor company,
is a global leader in developing and delivering semiconductor solutions across
the spectrum of microelectronics applications. An unrivalled combination of
silicon and system expertise, manufacturing strength, (IP) Intellectual Property
portfolio and strategic partners positions the Company at the forefront of
System-on-Chip (SoC) technology and its products play a key role in enabling
today's convergence markets. The Company's shares are traded on the New York
Stock Exchange, on Euronext Paris and on the Milan Stock Exchange. In 2001, the
Company's net revenues were $6.36 billion and net earnings were $257.1 million.
Further information on ST can be found at www.st.com.
For further information please contact:
Maria Grazia Prestini Benoit de Leusse
Director, Corporate Media Relations Investor Relations Manager Europe
STMicroelectronics STMicroelectronics
Tel. +41.22.929.6945 Tel. +33.4.50.40.24.30
Fax +41.22.929.6950 Fax +33.4.50.40.25.80
mariagrazia.prestini@st.com benoit.de-leusse@st.com
Lorie Lichtlen Jean-Benoit Roquette/Nicole Curtin
Media Relations Investor Relations
Morgen-Walke Europe Morgen-Walke Europe
Tel. +33.1.47.03.68.10 Tel. +33.1.47.03.68.10
Fax +33.1.47.03.93.38 jbroquette@mweurope.com /
llichtlen@mweurope.com ncurtin@weurope.com
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934,
STMicroelectronics N.V. has duly caused this report to be signed on its behalf
by the undersigned, thereunto duly authorized.
Date: March 28, 2002 STMicroelectronics N.V.
By: /s/ Pasquale Pistorio
----------------------------------
Name: Pasquale Pistorio
Title: President and Chief
Executive Officer