FilingIndex
8-KThe WireRoutine

Shareholder Vote

Filed Jun 1, 2023 · 3y ago · Accession 0000060667-23-000115

Plain English

Material event — a significant development the company must disclose promptly.

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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 26, 2023 LOWE’S COMPANIES, INC. (Exact name of registrant as specified in its charter) North Carolina 1-7898 56-0578072 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer  Identification No.) 1000 Lowes Blvd. , Mooresville , NC 28117 (Address of principal executive offices) (Zip Code) Registrant’s telephone number, including area code: ( 704 ) 758-1000 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 material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-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 $0.50 per share LOW New York Stock Exchange 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). ☐ Emerging growth company ☐ 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. Item 5.07      Submission of Matters to a Vote of Security Holders. Lowe’s Companies, Inc. (the “Company”) held its annual meeting of shareholders on May 26, 2023 (the “Annual Meeting”). For more information on the proposals submitted to shareholders at the Annual Meeting, see the Company’s definitive proxy statement on Schedule 14A filed with the Securities and Exchange Commission on April 13, 2023. Set forth below are the final voting results for each of the proposals submitted to the Company’s shareholders at the Annual Meeting. Proposal 1: Election of Directors VOTES FOR VOTES WITHHELD BROKER NON-VOTES Raul Alvarez 419,297,947 24,009,012 87,413,479 David H. Batchelder 434,170,832 9,136,127 87,413,479 Scott H. Baxter 437,612,594 5,694,365 87,413,479 Sandra B. Cochran 439,261,146 4,045,813 87,413,479 Laurie Z. Douglas 437,716,141 5,590,818 87,413,479 Richard W. Dreiling 429,704,134 13,602,825 87,413,479 Marvin R. Ellison 416,893,324 26,413,635 87,413,479 Daniel J. Heinrich 436,930,183 6,376,776 87,413,479 Brian C. Rogers 433,178,416 10,128,543 87,413,479 Bertram L. Scott 429,160,525 14,146,434 87,413,479 Colleen Taylor 439,528,442 3,778,517 87,413,479 Mary Beth West 439,644,739 3,662,220 87,413,479 Proposal 2: Advisory approval of the Company’s named executive officer compensation in fiscal 2022 VOTES FOR VOTES AGAINST ABSTENTIONS BROKER NON-VOTES 406,562,749 35,113,614 1,630,596 87,413,479 Proposal 3: Advisory vote on the frequency of future advisory votes to approve the Company’s named executive officer compensation ONE YEAR TWO YEARS THREE YEARS ABSTENTIONS BROKER NON-VOTES 435,396,432 1,133,732 5,868,667 908,128 87,413,479 Based on the voting results, the Board of Directors of the Company has adopted a policy that the Company will include an advisory shareholder vote on named executive officer compensation in the Company’s proxy materials every one year until the next required advisory vote on the frequency of shareholder votes on named executive officer compensation, which will occur no later than the Company’s annual meeting of shareholders in 2029. Proposal 4: Ratification of the appointment of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for fiscal 2023 VOTES FOR VOTES AGAINST ABSTENTIONS BROKER NON-VOTES 504,374,914 25,631,495 714,029  N/A Proposal 5: Shareholder proposal requesting an independent board chairman VOTES FOR VOTES AGAINST ABSTENTIONS BROKER NON-VOTES 101,317,834 323,247,149 18,741,976 87,413,479 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.   LOWE’S COMPANIES, INC. Date: June 1, 2023 By: /s/ Juliette W. Pryor Name: Juliette W. Pryor Title: Executive Vice President, Chief Legal Officer and Corporate Secretary
Filing details
Ticker
LOW
CIK
60667
Form type
8-K
Filing date
Jun 1, 2023
Report date
May 26, 2023
Document
low-20230526.htm
Size
291 KB