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:  May 12, 2020      CUMMINS INC. (Exact name of registrant as specified in its charter) Indiana 1-4949 35-0257090 (State or other Jurisdiction of Incorporation)   (Commission File Number)   (I.R.S. Employer Identification No.) 500 Jackson Street P. O. Box 3005 Columbus , Indiana   47202-3005 (Principal Executive Office) (Zip Code) Registrant's telephone number, including area code: ( 812 ) 377-5000   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 ( 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 Sections 12(b) of the Act: Title of each class   Trading symbol(s)   Name of each exchange on which registered Common stock, $2.50 par value   CMI   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. On May 12, 2020, at the 2020 annual meeting of shareholders (the "Annual Meeting") of Cummins Inc. (the "Company"), the Company’s shareholders voted on the following proposals: • The election of eleven directors for a one year term to expire at the Company’s 2021 annual meeting of shareholders; • An advisory vote on the compensation of the Company’s named executive officers; • The ratification of the appointment of PricewaterhouseCoopers LLP as the Company’s auditors for 2020; and • A shareholder proposal regarding by-law amendments.   As of the March 10, 2020 record date for the determination of shareholders entitled to notice of, and to vote at, the Annual Meeting, 148,122,364 shares of the Company's Common Stock, $2.50 par value, were outstanding and entitled to vote, each entitled to one vote per share. Approximately 87.2% of all votes were represented at the Annual Meeting in person or by proxy. The following are the final votes on the matters presented for shareholder approval at the Annual Meeting. 1. Election of Eleven Directors for a One Year Term to Expire at the Company’s 2021 Annual Meeting of Shareholders Name   For   Against   Abstain   Broker Non-Votes N. Thomas Linebarger   104,326,166   8,694,637   1,210,141   14,949,171 Robert J. Bernhard   109,572,240   4,520,936   137,768   14,949,171 Dr. Franklin R. Chang Diaz   110,562,090   3,527,953   140,901   14,949,171 Bruno V. Di Leo Allen   111,888,635   2,201,768   140,541   14,949,171 Stephen B. Dobbs   112,489,184   1,591,778   149,982   14,949,171 Robert K. Herdman   109,416,605   4,672,832   141,507   14,949,171 Alexis M. Herman   99,212,892   14,881,658   136,394   14,949,171 Thomas J. Lynch   104,721,456   9,367,015   142,473   14,949,171 William I. Miller   106,484,689   7,599,255   147,000   14,949,171 Georgia R. Nelson   106,438,776   7,614,352   177,816   14,949,171 Karen H. Quintos   112,788,012   1,310,946   131,986   14,949,171 2. Advisory Vote on the Compensation of the Company’s Named Executive Officers For   Against   Abstain   Broker Non-Votes 106,561,979   7,363,076   305,889   14,949,171 3. Ratification of the Appointment of PricewaterhouseCoopers LLP as the Company’s Auditors for 2020 For   Against   Abstain   Broker Non-Votes 126,242,590   2,769,107   168,418   - 4. Shareholder Proposal Regarding By-Law Amendments For   Against   Abstain   Broker Non-Votes 5,636,476   107,783,802   810,666   14,949,171   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.   Date: May 14, 2020   CUMMINS INC.  /s/ MARK J. SIFFERLEN Mark J. Sifferlen Corporate Secretary