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8-KThe WireRoutine

Shareholder Vote

Filed May 8, 2023 · 3y ago · Accession 0000064040-23-000124

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   Date of Report (Date of earliest event reported): May 3, 2023     S&P Global Inc.   (Exact Name of Registrant as specified in its charter)   New York 1-1023 13-1026995 (State or other jurisdiction of incorporation or organization) (Commission File No.) (IRS Employer Identification No.)   55 Water Street , New York , New York 10041 (Address of Principal Executive Offices) (Zip Code)   ( 212 ) 438-1000 (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:   ☐ 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 Exchange on which registered Common stock (par value $1.00 per share) SPGI 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. The Company held its Annual Meeting of Shareholders on May 3, 2023. b. The following is a summary of the voting results for each matter presented to shareholders at the Annual Meeting. Proposal 1: Election of Directors The Company's shareholders elected the persons nominated as Directors of the Company as set forth below: Nominees For Against Abstain Broker Non-Votes Marco Alverà 259,837,018 3,788,484 331,560 21,632,001 Jacques Esculier 262,143,601 1,402,673 410,789 21,632,001 Gay Huey Evans 261,632,234 1,909,644 415,184 21,632,001 William D. Green 254,701,748 8,546,309 709,006 21,632,001 Stephanie C. Hill 260,371,074 3,268,557 317,431 21,632,001 Rebecca Jacoby 260,205,959 3,441,511 309,592 21,632,001 Robert P. Kelly 256,888,591 6,705,991 325,713 21,632,001 Ian P. Livingston 262,271,812 1,352,999 332,251 21,632,001 Deborah D. McWhinney 262,013,203 1,628,650 315,210 21,632,001 Maria R. Morris 260,848,364 2,795,335 313,363 21,632,001 Douglas L. Peterson 262,625,609 1,066,517 264,936 21,632,001 Richard E. Thornburgh 256,026,201 7,173,510 757,351 21,632,001 Gregory Washington 261,565,503 2,044,760 346,800 21,632,001 Proposal 2: Proposal to approve, on an advisory basis, the executive compensation program for the Company's named executive officers: For Against Abstain Broker Non-Votes 246,519,258 16,896,405 541,399 21,632,001 Proposal 3: Vote, on an advisory basis, on the frequency on which the Company conducts an advisory vote on the executive compensation program for the Company's named executive officers: 1 Year 2 Years 3 Years Abstain 261,132,891 411,099 2,113,987 299,086 Proposal 4: Proposal to ratify the appointment of Ernst & Young LLP as the Company's independent auditor for 2023: For Against Abstain Broker Non-Votes 267,820,594 17,595,606 172,863 — c. Not applicable. d. Based upon the results set forth in Proposal 3 of Item 5.07(b) above, and consistent with the Board's recommendation, advisory votes on executive compensation will be submitted to shareholders on an annual basis until the next required vote on the frequency of such votes.   SIGNATURES   Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this Form 8-K Report to be signed on its behalf by the undersigned hereunto duly authorized.   S&P Global Inc.   /s/   Alma Rosa Montanez     By:    Alma Rosa Montanez     Assistant Corporate Secretary & Chief Corporate Counsel   Dated: May 8, 2023
Filing details
Ticker
SPGI
CIK
64040
Form type
8-K
Filing date
May 8, 2023
Report date
May 3, 2023
Document
spgi-20230503.htm
Size
191 KB