Shareholder Vote

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: February 22, 2023 (Date of earliest event reported) DEERE & COMPANY (Exact name of registrant as specified in its charter) ​ ​ ​ ​ ​ Delaware ​ 1-4121 ​ 36-2382580 (State or other jurisdiction of incorporation) ​ (Commission File Number) ​ (IRS Employer Identification No.) One John Deere Place Moline ,  Illinois 61265 (Address of principal executive offices and zip code) ( 309 ) 765-8000 (Registrant’s telephone number, including area code) ___________________________________________________ (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 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 ​ Name of each exchange on which registered Common stock, $1 par value ​ DE ​ New York Stock Exchange 6.55% Debentures Due 2028 ​ DE28 ​ 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 (a) Deere & Company (the “Company”) held its annual meeting of shareholders on February 22, 2023 (the “Annual Meeting”). (b) The voting results for each matter submitted to a vote of shareholders at the Annual Meeting are as follows: 1. Election of Directors All director nominees were elected for terms expiring at the 2024 annual meeting of shareholders with the following votes: Shares Voted For Shares Voted Against Abstain Broker Non-Votes Leanne G. Caret 219,607,874 1,448,081 332,556 34,221,902 Tamra A. Erwin 216,817,554 4,201,182 369,775 34,221,902 Alan C. Heuberger 219,479,064 1,551,512 357,935 34,221,902 Charles O. Holliday Jr. 216,169,290 4,879,247 339,974 34,221,902 Michael O. Johanns 216,550,558 4,497,087 340,866 34,221,902 Clayton M. Jones 208,168,972 12,860,484 359,055 34,221,902 John C. May 208,880,927 11,056,672 1,450,912 34,221,902 Gregory R. Page 206,791,377 14,248,970 348,164 34,221,902 Sherry M. Smith 212,907,535 8,077,504 403,472 34,221,902 Dmitri L. Stockton 215,321,287 5,683,682 383,542 34,221,902 Sheila G. Talton 216,529,441 4,505,022 354,048 34,221,902 ​ 2. Advisory Vote on Executive Compensation The shareholders approved, on an advisory basis, the compensation paid to the Company’s named executive officers disclosed in the Proxy Statement, including the Compensation Discussion & Analysis, the compensation tables and related disclosure, with the following vote: Shares Voted For Proposal Shares Voted Against Proposal Abstain Broker Non-Votes 204,803,808 15,865,134 719,569 34,221,902 ​ 3. Advisory Vote on the Frequency of Future Say-on-Pay Votes on Executive Compensation The shareholders approved, on an advisory basis, a frequency of every one year for future advisory votes on executive compensation, with the following vote: ​ 2 f ​ Shares Voted for a Frequency of Every One Year Shares Voted for a Frequency of Every Two Years Shares Voted for a Frequency of Every Three Years Abstain Broker Non-Votes 216,902,908 422,029 3,294,797 768,777 34,221,902 ​ ​ 4. Ratification of Independent Registered Public Accounting Firm Deloitte & Touche LLP was ratified as the Company’s independent registered public accounting firm for the 2023 fiscal year with the following vote: Shares Voted For Proposal Shares Voted Against Proposal Abstain 242,649,928 12,333,157 627,328 ​ 5. Shareholder Proposal Regarding Termination Pay A shareholder proposal requesting that the Company seek shareholder approval of any senior managers’ severance or termination payments exceeding 2.99 times base salary plus target short term bonus, was not approved with the following vote: Shares Voted For Proposal Shares Voted Against Proposal Abstain Broker Non-Votes 90,452,128 129,177,402 1,758,981 34,221,902 ​ (d) Based on the results of the vote on Item 3, Advisory Vote on the Frequency of Future Say-on-Pay Votes on Executive Compensation, and consistent with the Board’s recommendation to hold future advisory shareholder votes on executive compensation every one year, the Board has determined the Company will hold a shareholder advisory vote on executive compensation every year until the next required vote on the frequency of shareholder votes on executive compensation. ​ ​ ​ ​ 3 ​ 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. ​ ​ ​ ​ DEERE & COMPANY ​ ​ ​ ​ ​ ​ By: /s/ Edward R. Berk ​ ​ Edward R. Berk ​ ​ Secretary ​ ​ ​ ​ ​ ​ Dated: February 27, 2023 ​ ​ ​ ​ ​ 4