8-KThe WireRoutine
Shareholder Vote
Filed May 24, 2024 · 2y ago · Accession 0000097745-24-000026
Plain English
Material event — a significant development the company must disclose promptly.
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Filing text
View original ↗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 22, 2024
THERMO FISHER SCIENTIFIC INC.
(Exact name of Registrant as specified in its Charter)
Delaware 1-8002 04-2209186
(State or other jurisdiction of incorporation) (Commission File Number) (I.R.S. Employer Identification No.)
168 Third Avenue
Waltham , Massachusetts 02451
(Address of principal executive offices) (Zip Code)
Registrant’s telephone number, including area code: ( 781 ) 622-1000
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, $1.00 par value TMO New York Stock Exchange
0.750% Notes due 2024 TMO 24A New York Stock Exchange
0.125% Notes due 2025 TMO 25B New York Stock Exchange
2.000% Notes due 2025 TMO 25 New York Stock Exchange
3.200% Notes due 2026 TMO 26B New York Stock Exchange
1.400% Notes due 2026 TMO 26A New York Stock Exchange
1.450% Notes due 2027 TMO 27 New York Stock Exchange
1.750% Notes due 2027 TMO 27B New York Stock Exchange
0.500% Notes due 2028 TMO 28A New York Stock Exchange
1.375% Notes due 2028 TMO 28 New York Stock Exchange
1.950% Notes due 2029 TMO 29 New York Stock Exchange
0.875% Notes due 2031 TMO 31 New York Stock Exchange
2.375% Notes due 2032 TMO 32 New York Stock Exchange
3.650% Notes due 2034 TMO 34 New York Stock Exchange
2.875% Notes due 2037 TMO 37 New York Stock Exchange
1.500% Notes due 2039 TMO 39 New York Stock Exchange
1.875% Notes due 2049 TMO 49 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
At the Annual Meeting held on May 22, 2024, the shareholders of the Company voted on the following proposals:
1. The following nominees were elected to the Company’s Board of Directors for a one-year term expiring at the 2025 annual meeting of shareholders.
For Against Abstain Broker Non-Votes
Marc N. Casper 291,642,341 26,264,880 1,251,106 18,939,070
Nelson J. Chai 298,956,592 19,172,473 1,029,262 18,939,070
Ruby R. Chandy
315,153,133 3,569,683 435,511 18,939,070
C. Martin Harris 297,342,987 20,943,147 872,193 18,939,070
Tyler Jacks 312,972,768 5,742,386 443,173 18,939,070
Jennifer M. Johnson
313,364,342 5,323,046 470,939 18,939,070
R. Alexandra Keith 310,905,583 7,785,923 466,821 18,939,070
James C. Mullen 312,305,245 6,411,557 441,525 18,939,070
Debora L. Spar 318,236,224 470,856 451,247 18,939,070
Scott M. Sperling 301,652,519 17,058,310 447,498 18,939,070
Dion J. Weisler 309,538,534 9,176,625 443,168 18,939,070
2. A non-binding, advisory proposal on the compensation of the Company’s named executive officers was approved.
For Against Abstain Broker Non-Votes
280,838,866 35,306,239 3,013,222 18,939,070
3. The appointment of PricewaterhouseCoopers LLP as the independent registered public accounting firm for the Company for the fiscal year ending December 31, 2024 was ratified.
For Against Abstain
300,707,160 36,959,440 430,797
4. The shareholder proposal to implement simple majority voting was not approved.
For Against Abstain Broker Non-Votes
21,434,413 296,785,778 938,136 18,939,070
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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.
THERMO FISHER SCIENTIFIC INC.
Date: May 24, 2024 By: /s/ Michael A. Boxer
Michael A. Boxer
Senior Vice President and General Counsel
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Filing details
- Ticker
- TMO
- CIK
- 97745
- Form type
- 8-K
- Filing date
- May 24, 2024
- Report date
- May 22, 2024
- Document
- tmo-20240522.htm
- Size
- 335 KB