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 8, 2011

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 Annual Meeting of Stockholders on March 8, 2011. The stockholders considered seven proposals, each of which is described in more detail in the Company’s definitive proxy statement dated January 20, 2011.

Proposal 1:		Election of 13 directors to hold office until the 2012 Annual Meeting:

		FOR				WITHHELD
Barbara T. Alexander			1,189,987,131				31,710,941
Stephen M. Bennett			1,184,038,801				37,659,271
Donald G. Cruickshank			1,195,635,193				26,062,879
Raymond V. Dittamore			1,195,331,408				26,366,664
Thomas W. Horton			1,195,639,217				26,058,855
Irwin Mark Jacobs			1,186,230,926				35,467,146
Paul E. Jacobs			1,164,244,371				57,453,701
Robert E. Kahn			1,188,804,648				32,893,424
Sherry Lansing			1,194,761,937				26,936,135
Duane A. Nelles			1,188,702,832				32,995,240
Francisco Ros			1,213,376,807				8,321,265
Brent Scowcroft			1,173,909,863				47,788,209
Marc I. Stern			1,175,427,911				46,270,161

     Broker Non-Votes: 196,431,094 shares for each director

All of the foregoing candidates were elected and each received affirmative votes from more than a majority of the outstanding shares.

Proposal 2:		The vote on a proposal to approve the 2006 Long-Term Incentive Plan, as amended, which includes an increase in the share reserve by 65,000,000 shares, was as follows:

FOR		AGAINST		ABSTAIN
918,038,327		302,185,359		1,474,386

     Broker Non-Votes: 196,431,094

The foregoing proposal was approved.

Proposal 3:		The vote on a proposal to amend the 2001 Employee Stock Purchase Plan to increase the share reserve by 22,000,000 shares was as follows:

FOR		AGAINST		ABSTAIN
1,189,796,028		30,641,010		1,261,034

     Broker Non-Votes: 196,431,094

The foregoing proposal was approved.

Proposal 4:		The vote on a proposal to ratify the selection of PricewaterhouseCoopers LLP as the Company’s independent public accountants for the fiscal year ending September 25, 2011 was as follows:

FOR		AGAINST		ABSTAIN
1,393,961,582		22,324,187		1,843,397

     Broker Non-Votes: 0

The foregoing proposal was approved.

Proposal 5:		The advisory vote on the compensation of the Company’s executive officers was as follows:

FOR		AGAINST		ABSTAIN
1,153,713,746		59,893,733		8,090,593

Broker Non-Votes: 196,431,094

Proposal 6:		The advisory vote on the frequency of future advisory votes on executive compensation was as follows:

One Year		Two Years		Three Years		ABSTAIN
765,223,343		19,759,230		434,499,020		2,216,479

     Broker Non-Votes: 196,431,094

Proposal 7:		The vote on a stockholder proposal to request that the Board of Directors initiate the appropriate process to amend the Company’s corporate governance documents (certificate of incorporation and/or bylaws) to provide that director nominees shall be elected by the affirmative vote of the majority of votes cast at an annual meeting of stockholders, with a plurality vote standard retained for contested director elections, was as follows:

FOR		AGAINST		ABSTAIN
627,639,804		590,337,667		3,720,601

     Broker Non-Votes: 196,431,094

The foregoing proposal was 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.