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8-KThe WireRoutine

Shareholder Vote

Filed May 20, 2019 · 7y ago · Accession 0000062709-19-000018

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 16, 2019 Marsh & McLennan Companies, Inc. (Exact Name of Registrant as Specified in its Charter) Delaware 1-5998 36-2668272 (State or Other Jurisdiction of Incorporation) (Commission File Number) (IRS Employer Identification No.)    1166 Avenue of the Americas, New York, NY 10036 (Address of Principal Executive Offices) (Zip Code) Registrant’s telephone number, including area code (212) 345-5000 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)) Indicate by check mark whether the registrant is an emerging growth company as defined in 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 o   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. o 1 Item 5.07    Submission of Matters to a Vote of Security Holders. The Annual Meeting of Stockholders of Marsh & McLennan Companies, Inc. (the “Company”) was held on May 16, 2019. Represented at the meeting were 460,563,681 shares, or 90.06%, of the Company’s 511,344,197 shares of common stock outstanding and entitled to vote at the meeting. Set forth below are the final voting results for the actions taken by the stockholders at the meeting. 1.    The Company’s stockholders elected the twelve (12) director nominees named below to a one-year term expiring at the 2020 annual meeting or until their successors are elected and qualified, with each receiving the following votes: Director Nominee Number of Shares Voted For Number of Shares Voted Against Number of Shares Abstained Broker Non-Votes Anthony K. Anderson 420,939,072 4,755,392 384,089 34,485,324 Oscar Fanjul 414,055,611 10,036,937 1,986,005 34,485,324 Daniel S. Glaser 424,659,910 1,112,765 305,878 34,485,324 H. Edward Hanway 421,599,367 4,122,273 356,913 34,485,324 Deborah C. Hopkins 423,370,123 2,367,286 341,144 34,485,324 Elaine La Roche 425,006,710 719,483 352,360 34,485,324 Steven A. Mills 416,674,647 8,875,705 528,201 34,485,324 Bruce P. Nolop 418,418,314 7,266,227 394,012 34,485,324 Marc D. Oken 414,194,825 11,352,257 531,471 34,485,324 Morton O. Schapiro 405,275,859 20,429,766 372,928 34,485,324 Lloyd M. Yates 425,092,813 613,461 372,279 34,485,324 R. David Yost 423,407,265 1,748,146 923,142 34,485,324 2.    The Company’s stockholders approved, by nonbinding vote, the compensation of the Company's named executive officers, as disclosed in the Company’s 2019 Proxy Statement, with the following vote: Number of Shares Voted For Number of Shares Voted Against Number of Shares Abstained Broker Non-Votes 397,211,963 28,022,354 844,236 34,485,324      3.    The Company’s stockholders ratified the selection of Deloitte & Touche LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2019, with the following vote: Number of Shares Voted For Number of Shares Voted Against Number of Shares Abstained Broker Non-Votes 440,728,959 19,508,724 326,194 N/A 2 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.   MARSH & McLENNAN COMPANIES, INC.         By: /s/ Katherine J. Brennan      Name: Katherine J. Brennan   Title: Deputy General Counsel, Corporate Secretary & Chief Compliance Officer       Date:    May 20, 2019 3
Filing details
Ticker
MRSH
CIK
62709
Form type
8-K
Filing date
May 20, 2019
Report date
May 16, 2019
Document
form8-k05x20x2019.htm
Size
73 KB