8-KThe WireRoutine
Shareholder Vote
Filed Apr 28, 2023 · 3y ago · Accession 0000105770-23-000026
Plain English
Material event — a significant development the company must disclose promptly.
Read the source below for the full document.
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) – April 25, 2023
WEST PHARMACEUTICAL SERVICES, INC.
(Exact name of registrant as specified in its charter)
Pennsylvania
1-8036
23-1210010
(State or other jurisdiction
of incorporation)
(Commission File Number)
(IRS Employer
Identification No.)
530 Herman O. West Drive , Exton , PA
19341-0645
(Address of principal executive offices)
(Zip Code)
Registrant’s telephone number, including area code: 610 - 594-2900
Not Applicable
(Former name or 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 Name of each exchange on which registered
Common Stock, par value $0.25 per share WST 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. ☐
1
Item 5.07 Submission of Matters to a Vote of Security Holders.
Our 2023 Annual Meeting of Shareholders was held virtually on April 25, 2023.
Our shareholders voted on five proposals at the Annual Meeting. The proposals are described in detail in our proxy statement dated March 15, 2023. As of March 3, 2023, the record date, there were 74,269,938 shares of our common stock outstanding. Shareholders representing 67,444,781 or 90.81%, of the common shares outstanding were present virtually or were represented by proxy at the Annual Meeting. The final results for the votes on each proposal are set forth below.
Proposal 1: Our shareholders elected the following directors to serve on our Board until the 2024 Annual Meeting of Shareholders by the following vote:
Name For Against Abstain Broker Non-Votes
Mark A. Buthman 64,658,097 113,624 602,747 2,070,313
William F. Feehery 55,002,437 2,878,944 7,493,087 2,070,313
Robert F. Friel 62,935,621 969,217 1,469,630 2,070,313
Eric M. Green 60,170,150 281,325 4,922,993 2,070,313
Thomas W. Hofmann 61,851,061 462,430 3,060,977 2,070,313
Molly E. Joseph 64,827,643 63,822 483,003 2,070,313
Deborah L. V. Keller 62,842,349 936,277 1,595,842 2,070,313
Myla P. Lai-Goldman 65,133,007 69,433 172,028 2,070,313
Stephen H. Lockhart 65,094,280 51,507 228,681 2,070,313
Douglas A. Michels 62,752,334 441,377 2,180,757 2,070,313
Paolo Pucci 62,937,309 968,520 1,468,639 2,070,313
Proposal 2: Our shareholders approved, on an advisory basis, our named executive officer compensation by the following vote:
For Against Abstain Broker Non-Votes
62,330,606 2,954,865 88,997 2,070,313
Proposal 3: Our shareholders ratified the selection of PricewaterhouseCoopers LLP as our independent registered public accounting firm for the 2023 fiscal year by the following vote:
For Against Abstain
62,221,862 5,198,468 24,451
Proposal 4: Our shareholders approved, on an advisory basis, the frequency of votes on executive officer compensation by the following vote:
1 Year 2 Years 3 Years Abstain
64,486,696 15,575 838,359 33,838
Proposal 5: Our shareholders rejected the shareholder proposal regarding fair elections by the following vote:
For Against Abstain Broker Non-Votes
7,047,212 58,183,766 143,490 2,070,313
2
Item 9.01 Financial Statements and Exhibits.
(d)
Exhibit No.
Description
104
The cover page from the Company’s Current Report on Form 8-K, dated April 25, 2023, formatted in Inline XBRL.
3
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.
WEST PHARMACEUTICAL SERVICES, INC.
/s/ Bernard J. Birkett
Bernard J. Birkett
Senior Vice President, Chief Financial and Operations Officer
April 28, 2023
4
EXHIBIT INDEX
Exhibit No.
Description
104
The cover page from the Company’s Current Report on Form 8-K, dated April 25, 2023, formatted in Inline XBRL.
5
Filing details
- Ticker
- WST
- CIK
- 105770
- Form type
- 8-K
- Filing date
- Apr 28, 2023
- Report date
- Apr 25, 2023
- Document
- wst-20230425.htm
- Size
- 253 KB