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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Filing text
View original ↗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
- Company
- LOWES COMPANIES INC
- 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