8-KThe WireRoutine
Shareholder Vote
Filed May 8, 2025 · 1y ago · Accession 0000105770-25-000039
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 6, 2025
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
19341-1147
(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. ☐
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Item 5.07 Submission of Matters to a Vote of Security Holders.
Our 2025 Annual Meeting of Shareholders was held virtually on May 6, 2025.
Our shareholders voted on five proposals at the Annual Meeting. The proposals are described in detail in our proxy statement dated March 21, 2025. As of February 28, 2025, the record date, there were 72,292,731 shares of our common stock outstanding. Shareholders representing 65,014,244, or 89.93%, 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 2026 Annual Meeting of Shareholders by the following vote:
Name For Against Abstain Broker Non-Votes
Mark A. Buthman 61,532,802 1,245,670 82,208 2,153,564
William F. Feehery 60,733,034 2,055,576 72,070 2,153,564
Robert F. Friel 61,263,541 1,514,601 82,538 2,153,564
Eric M. Green 57,172,136 5,326,139 362,405 2,153,564
Janet B. Haugen 60,548,312 2,279,202 33,166 2,153,564
Thomas W. Hofmann 58,015,309 4,679,404 165,967 2,153,564
Molly E. Joseph 62,289,941 530,576 40,163 2,153,564
Deborah L. V. Keller 55,149,806 7,367,368 343,506 2,153,564
Myla P. Lai-Goldman 61,584,879 1,254,542 21,259 2,153,564
Stephen H. Lockhart 62,513,899 264,308 82,473 2,153,564
Douglas A. Michels 59,815,698 2,962,814 82,168 2,153,564
Paolo Pucci 61,243,782 1,534,344 82,554 2,153,564
Proposal 2: Our shareholders approved, on an advisory basis, our named executive officer compensation by the following vote:
For Against Abstain Broker Non-Votes
59,222,338 3,516,476 121,866 2,153,564
Proposal 3: Our shareholders approved an amendment and restatement of our Articles of Incorporation to add a right for shareholders to call a special meeting by the following vote:
For Against Abstain Broker Non-Votes
62,707,017 88,400 65,263 2,153,564
Proposal 4: Our shareholders approved the amendment and restatement of our 2016 Omnibus Incentive Compensation Plan by the following vote:
For Against Abstain Broker Non-Votes
60,862,053 1,883,395 115,232 2,153,564
Proposal 5: Our shareholders ratified the selection of PricewaterhouseCoopers LLP as our independent registered public accounting firm for the 2025 fiscal year by the following vote:
For Against Abstain
60,537,221 4,373,036 103,987
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Item 9.01 Financial Statements and Exhibits.
(d)
Exhibit No.
Description
5.7 Amended and Restated Articles of Incorporation of West Pharmaceutical Services, Inc., dated May 6, 2025.
104 The cover page from the Company’s Current Report on Form 8-K, dated May 6, 2025, formatted in Inline XBRL.
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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.
WEST PHARMACEUTICAL SERVICES, INC.
/s/ Bernard J. Birkett
Bernard J. Birkett
Senior Vice President, Chief Financial Officer
May 8, 2025
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EXHIBIT INDEX
Exhibit No.
Description
5.7 Amended and Restated Articles of Incorporation of West Pharmaceutical Services, Inc., dated May 6, 2025.
104 The cover page from the Company’s Current Report on Form 8-K, dated May 6, 2025, formatted in Inline XBRL.
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Filing details
- Ticker
- WST
- CIK
- 105770
- Form type
- 8-K
- Filing date
- May 8, 2025
- Report date
- May 6, 2025
- Document
- wst-20250506.htm
- Size
- 3.5 MB