FilingIndex
8-KThe WireRoutine

Shareholder Vote

Filed May 4, 2021 · 5y ago · Accession 0000078814-21-000021

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 May 3, 2021 Date of Report (Date of earliest event reported) Pitney Bowes Inc . (Exact name of registrant as specified in its charter) Delaware 1-3579 06-0495050 (State or other jurisdiction of incorporation or organization) (Commission file number) (I.R.S. Employer Identification No.) Address: 3001 Summer Street, Stamford, Connecticut 06926 Telephone Number: (203) 356-5000 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 (see General Instruction A.2. below): ☐ 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, $1 par value per share PBI New York Stock Exchange 6.70% Notes due 2043 PBI.PRB 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 Securities Act. ☐ ITEM 5.07 SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS (a) Pitney Bowes Inc. (the "Company") held its 2021 Annual Meeting of Stockholders (the "Annual Meeting") on May 3, 2021. (b) Each of the matters submitted to the stockholders was approved by the requisite voting power required for approval of the respective proposal. The results of the voting on the matters submitted to the stockholders are as follows: Proposal 1 - Election of Directors The nomineeds for election to the board of directors (the "Board") of the Company at the Annual Meeting received the number of votes reported below: Director Nominee Vote For Vote Against Abstain Broker Non-Vote Anne M. Busquet 104,886,063 6,214,168 299,613 19,041,953 Robert M. Dutkowsky 101,470,175 9,588,010 341,659 19,041,953 Anne Sutherland Fuchs 107,253,830 3,843,308 302,706 19,041,953 Mary J. Steele Guilfoile 108,135,029 2,942,913 321,902 19,041,953 S. Douglas Hutcheson 108,438,995 2,624,517 336,332 19,041,953 Marc B. Lautenbach 108,347,628 2,834,809 217,407 19,041,953 Michael I. Roth 106,167,187 4,890,766 341,891 19,041,953 Linda S. Sanford 107,713,854 3,367,771 318,219 19,041,953 David L. Shedlarz 107,109,212 4,006,196 374,436 19,041,953 Sheila A. Stamps 108,517,382 2,590,243 292,219 19,041,953 Accordingly, Ms. Busquet, Mr. Dutkowsky, Ms. Fuchs, Ms. Guilfoile, Mr. Hutcheson, Mr. Lautenbach, Mr. Roth, Ms. Sanford, Mr. Shedlarz and Ms. Stamps were elected to serve as directors of the Company for a one-year term expiring at the 2022 Annual Meeting of Stockholders. Proposal 2 – Ratification of the Audit Committee’s Appointment of the Independent Accountants for 2021 The appointment of PricewaterhouseCoopers LLP to serve as the Company’s independent registered public accounting firm for 2021 was ratified. The voting results were as follows: Vote For Vote Against Abstain Broker Non-Vote 126,852,061 3,311,859 277,877 — Proposal 3 – A Non-binding Advisory Vote to Approve Executive Compensation The advisory vote on executive compensation was approved. The voting results were as follows: Vote For Vote Against Abstain Broker Non-Vote 104,557,445 5,346,845 1,495,554 19,041,953 The Board and the Executive Compensation Committee will consider the voting results when making future decisions regarding the executive compensation program. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.   Pitney Bowes Inc. By: /s/ Daniel Goldstein Name: Daniel Goldstein Date: May 4, 2021 Title: Executive Vice President, Chief Legal Officer and Corporate Secretary
Filing details
Ticker
PBI-PB
CIK
78814
Form type
8-K
Filing date
May 4, 2021
Report date
May 3, 2021
Document
pbi-20210503.htm
Size
230 KB