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): May 22, 2025~~

Date of Report (Date of earliest event reported): June 30, 2025

Everspin Technologies, Inc.

(Exact name of registrant as specified in its charter)

Delaware		001-37900		26-2640654
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

5670 W. Chandler Blvd., Suite 130


Delaware	001-37900	26-2640654
(State or other jurisdiction	(Commission	(IRS Employer
of incorporation)	File Number)	Identification No.)

5670 W. Chandler Blvd.

Suite 130

Chandler, Arizona 85226

(Address of principal executive offices, including zip code)

(480) 347-1111

(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:

~~¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)~~

¨☐ ~~Soliciting~~Written ~~material~~communications pursuant to Rule ~~14a-12~~425 under the ~~Exchange~~Securities Act (17 CFR ~~240~~230.~~14a-12~~425)

~~¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))~~

¨☐ ~~Pre-commencement~~Soliciting ~~communications~~material pursuant to Rule ~~13e~~14a-~~4(c)~~12 under the Exchange Act (17 CFR 240.~~13e~~14a-~~4(c~~12))

☐

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common Stock, par value $0.0001		MRAM		The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).


		Name of each exchange on which
Title of each class	Trading Symbol(s)	registered
Common Stock, par value $0.0001	MRAM	The Nasdaq Stock Market LLC

~~Emerging growth company ¨~~

IfIndicate ~~an emerging growth company, indicate~~ by check mark ifwhether the registrant ~~has~~is ~~elected~~an ~~not~~emerging togrowth ~~use~~company ~~the~~as ~~extended~~defined ~~transition~~in ~~period~~Rule ~~for~~405 ~~complying~~of ~~with~~the ~~any~~Securities ~~new~~Act orof ~~revised~~1933(§230.405 ~~financial accounting~~of ~~standards~~this ~~provided~~chapter) ~~pursuant~~or toRule ~~Section 13(a)~~12b-2 of the Securities Exchange Act of 1934 (§240. ¨12b-2 of this chapter).

~~Item 5.07. Submission of Matters to a Vote of Security Holders.~~

OnEmerging ~~May 22,~~growth ~~2025,~~company Everspin Technologies, Inc. (“Everspin”) held its 2025 Annual Meeting of Stockholders (the “Annual Meeting”). The following is a brief description of each matter voted upon at the Annual Meeting, as well as the final tally of the number of votes cast: (a) for or withheld with respect to the election of directors; (b) for, against or abstain for the ratification of the appointment of Ernst & Young LLP as Everspin’s independent registered public accounting firm for the fiscal year ending December 31, 2025; and (c) for, against or abstain for the approval, on an advisory basis, of the compensation of Everspin’s named executive officers, commonly known as a “say-on-pay” proposal. Broker non-votes are also reported. A more complete description of each matter is set forth in Everspin’s definitive proxy statement filed with the Securities and Exchange Commission on April 7, 2025.☐

Proposal 1: Each of the seven directors proposed by Everspin for election was elected by the following votes to serve until Everspin’s 2026 Annual Meeting of Stockholders or until his or her respective successor has been elected and qualified. The tabulation of votes on this matter was as follows:

	For		Withheld		Broker Non-Votes
Darin G. Billerbeck		10,112,235		1,201,603		5,015,046
Geoffrey Ribar		9,997,170		1,316,668		5,015,046
Lawrence G. Finch		8,954,804		2,359,034		5,015,046
Sanjeev Aggarwal, Ph.D.		10,247,152		1,066,686		5,015,046
Tara Long		7,945,475		3,368,363		5,015,046
Glen Hawk		9,919,043		1,394,795		5,015,046
Douglas Mitchell		10,111,274		1,202,564		5,015,046

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Proposal 2: The appointment of Ernst & Young LLP as Everspin’s independent registered public accounting firm for the fiscal year ending December 31, 2025 was ratified. The tabulation of votes on this matter was as follows:

For				Against				Abstain				Broker Non-Votes
	15,201,387				1,117,348				10,149				-

~~Proposal 3: The advisory vote to approve the compensation of Everspin’s named executive officers was approved. The tabulation of votes on this matter was as follows:~~

For				Against				Abstain				Broker Non-Votes
	9,461,175				1,722,701				129,962				5,015,046

~~SIGNATURES~~Item 2.02. Results of Operations and Financial Condition.

~~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.~~

	Everspin Technologies, Inc.
Dated: May 27, 2025	By:	/s/ William Cooper
		William Cooper
		Chief Financial Officer

On August 6, 2025, Everspin Technologies, Inc. issued a press release announcing its financial results for the quarter and quarter ended June 30, 2025, a copy of which is attached hereto as Exhibit 99.1 and is incorporated herein by reference. The information disclosed under this Item 2.02, including Exhibit 99.1 hereto, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

Item 9.01. Financial Statements and Exhibits.

Exhibit No.		Description
99.1		Press release dated August 6, 2025.
104		Cover Page Interactive Data File (formatted as Inline XBRL)

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.


	Everspin Technologies, Inc.

Dated: August 6, 2025

	By:	/s/ William Cooper
		William Cooper
		Chief Financial Officer

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