FilingIndex
8-KThe WireRoutine

Shareholder Vote

Filed May 3, 2023 · 3y ago · Accession 0000040987-23-000019

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 1, 2023 Date of Report (date of earliest event reported) GENUINE PARTS CO MPANY (Exact name of registrant as specified in its charter) GA 001-05690 58-0254510 (State or other jurisdiction of incorporation or organization) (Commission File Number) (I.R.S. Employer Identification No.) 2999 WILDWOOD PARKWAY,   ATLANTA, GA 30339 (Address of principal executive offices)   (Zip Code) ( 678 ) 934-5000 Registrant's telephone number, including area code 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 CF.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, $1.00 par value per share GPC 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. The 2023 Annual Meeting of Shareholders of Genuine Parts Company (the "Company") was held on May 1, 2023 to: elect each of the persons listed to serve as a director of the Company with terms to expire at the 2024 Annual Meeting; (2) approve, on an advisory basis, the Company’s executive compensation (“Say-on-Pay”); (3) approve, on an advisory basis, the frequency of the Company’s Say-on-Pay votes, and (4) ratify the selection of Ernst & Young LLP as independent auditors of the Company for 2023. The results of the vote of the Company's shareholders for each proposal: Proposal 1: The following nominees were elected to serve as members of the Company's Board of Directors until the 2024 Annual Meeting: Name For Withheld Broker Non-Votes Elizabeth W. Camp 107,807,460 696,616 13,708,823 Richard Cox, Jr. 107,827,634 676,442 13,708,823 Paul D. Donahue 101,484,550 7,019,526 13,708,823 Gary P. Fayard 107,821,433 682,643 13,708,823 P. Russell Hardin 103,268,460 5,235,616 13,708,823 John R. Holder 105,677,344 2,826,732 13,708,823 Donna W. Hyland 100,777,975 7,726,101 13,708,823 John D. Johns 103,758,796 4,745,280 13,708,823 Jean-Jacques Lafont 106,859,322 1,644,754 13,708,823 Robert C. “Robin” Loudermilk, Jr. 105,110,385 3,393,691 13,708,823 Wendy B. Needham 102,372,255 6,131,821 13,708,823 Juliette W. Pryor 106,842,722 1,661,354 13,708,823 E. Jenner Wood, III 107,183,689 1,320,387 13,708,823 Proposal 2: An advisory vote on executive compensation ("Say-on-Pay") was approved. For Against Abstain Broker Non-Votes 99,894,395 8,351,147 258,535 13,708,823 Proposal 3: An advisory vote on the frequency of future Say-on-Pay votes were as follows: Every One Year Every Two Years Every Three Years Abstain Broker Non-Votes 106,129,375 442,282 1,725,940 206,479 13,708,823 The Board of Directors has considered these voting results and determined that an advisory vote on executive compensation will be submitted to shareholders on an annual basis until the next required vote on frequency. Proposal 4: The appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for fiscal 2023 was ratified. For Against Abstain Broker Non-Votes 116,329,177 5,762,758 120,964 — 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.               Genuine Parts Company            Date: May 3, 2023   By:   /s/ Bert Nappier                 Name: Bert Nappier         Title: Executive Vice President and CFO
Filing details
Ticker
GPC
CIK
40987
Form type
8-K
Filing date
May 3, 2023
Report date
May 1, 2023
Document
gpc-20230501.htm
Size
195 KB