FilingIndex
8-KThe WireRoutine

Shareholder Vote

Filed May 24, 2024 · 2y ago · Accession 0000063908-24-000102

Plain English

Material event — a significant development the company must disclose promptly.

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UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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 22, 2024 McDONALD’S CORPORATION (Exact Name of Registrant as Specified in Charter) Delaware   1-5231   36-2361282 (State or Other Jurisdiction of Incorporation)   (Commission File Number)   (IRS Employer Identification No.) 110 North Carpenter Street Chicago , Illinois (Address of Principal Executive Offices) 60607 (Zip Code) ( 630 ) 623-3000 (Registrant’s telephone number, including area code)   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, $0.01 par value MCD 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.  o Item 5.07 Submission of Matters to a Vote of Security Holders. McDonald’s Corporation (the “Company”) held its 2024 Annual Shareholders’ Meeting (the “Annual Meeting”) on May 22, 2024. Set forth below are the final, certified voting results for each proposal presented at the Annual Meeting, as reported by Broadridge Financial Solutions, Inc., the Company’s independent inspector of election. Proposal 1 : The election of 12 individuals to the Company’s Board of Directors, each to hold office until the Company’s 2025 Annual Shareholders’ Meeting and until his or her successor has been elected and qualified. Name For Against Abstain Broker Non-Votes Anthony Capuano 492,948,857 3,803,352 1,159,519 97,578,631 Kareem Daniel 491,429,299 4,938,452 1,543,977 97,578,631 Lloyd Dean 474,923,695 21,920,456 1,067,577 97,578,631 Catherine Engelbert 485,694,307 10,730,174 1,487,247 97,578,631 Margaret Georgiadis 492,279,936 4,166,862 1,464,930 97,578,631 Michael Hsu 488,424,959 8,409,491 1,077,278 97,578,631 Christopher Kempczinski 454,888,568 41,777,496 1,245,664 97,578,631 John Mulligan 491,623,416 5,198,643 1,089,669 97,578,631 Jennifer Taubert 492,946,161 3,956,577 1,008,990 97,578,631 Paul Walsh 486,439,151 9,869,994 1,602,583 97,578,631 Amy Weaver 491,442,371 5,454,461 1,014,896 97,578,631 Miles White 469,833,620 26,984,515 1,093,593 97,578,631 Proposal 2 : An advisory proposal to approve executive compensation for 2024. For Against Abstain Broker Non-Votes 461,863,204 33,716,432 2,332,092 97,578,631 Proposal 3 : A proposal to approve an amendment to the Company’s Restated Certificate of Incorporation to limit liability of officers as permitted by law. For Against Abstain Broker Non-Votes 435,522,702 60,957,047 1,431,979 97,578,631 Proposal 4 : A proposal to approve amendments to the Company’s Restated Certificate of Incorporation to implement miscellaneous changes. For Against Abstain Broker Non-Votes 437,016,645 59,076,405 1,818,678 97,578,631 Proposal 5 : An advisory proposal to ratify the appointment of Ernst & Young LLP as independent auditor for 2024. For Against Abstain Broker Non-Votes 564,061,983 30,238,610 1,189,766 0 Proposal 6 : An advisory shareholder proposal requesting that the Company adopt a specific antibiotics policy. For Against Abstain Broker Non-Votes 74,361,927 416,119,151 7,430,650 97,578,631 Proposal 7 : An advisory shareholder proposal requesting a worldwide switch to cage-free eggs was withdrawn by the proponent and not presented at the Annual Meeting. Proposal 8 : An advisory shareholder proposal requesting additional disclosure regarding poultry welfare. For Against Abstain Broker Non-Votes 176,954,527 314,787,022 6,170,179 97,578,631 Proposal 9 : An advisory shareholder proposal requesting a congruency analysis on human rights. For Against Abstain Broker Non-Votes 7,652,198 483,793,099 6,466,431 97,578,631 Proposal 10 : An advisory shareholder proposal requesting additional disclosure regarding the Company’s corporate donations. For Against Abstain Broker Non-Votes 9,353,505 482,276,332 6,281,891 97,578,631 Proposal 11 : An advisory shareholder proposal requesting a transparency report on the Company’s global public policy and political influence. For Against Abstain Broker Non-Votes 73,465,387 418,359,842 6,086,499 97,578,631 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.   McDONALD’S CORPORATION   (Registrant) Date: May 24, 2024 By: /s/ Jeffrey J. Pochowicz   Jeffrey J. Pochowicz Vice President – Associate General Counsel and Corporate Secretary
Filing details
Ticker
MCD
CIK
63908
Form type
8-K
Filing date
May 24, 2024
Report date
May 22, 2024
Document
mcd-20240522.htm
Size
1.2 MB