8-KThe WireRoutine
Shareholder Vote
Filed May 7, 2019 · 7y ago · Accession 0001104659-19-027496
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 7, 2019
Pentair plc
(Exact name of registrant as specified in its charter)
Ireland
001-11625
98-1141328
(State or other jurisdiction
of incorporation)
(Commission
File Number)
(IRS Employer
Identification No.)
Regal House, 70 London Road, Twickenham, London, TW13QS United Kingdom
(Address of principal executive offices)
( Zip Code)
Registrants telephone number, including area code 44-74-9421-6154
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))
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 o
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. ¨
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading
Symbol(s)
Name of each exchange on which registered
Ordinary Shares, nominal value $0.01 per share
PNR
New York Stock Exchange
ITEM 5.07 Submission of Matters to a Vote of Security Holders.
Pentair plc (the Company) held its 2019 annual general m eeting of shareholders on May 7, 2019. There were 171,671,320 ordinary shares issued and outstanding at the close of business on March 4, 2019 and entitled to vote at the annual general meeting. A total of 140,234,374 ordinary shares (81.69%) were represented at the annual general meeting.
The items voted upon at the annual general meeting and the results of the vote on each proposal were as follows:
Proposal 1. Re-Elect Director Nominees
To re-elect eight director nominees for one-year terms expiring at the 2020 annual general meeting of shareholders. Each nominee for director was re-elected by a vote of the shareholders as follows:
Nominees
Votes For
Votes Against
Abstentions
Broker Non-Votes
Glynis A. Bryan
124,182,458
4,778,321
387,602
10,885,993
Jacques Esculier
127,918,038
1,034,292
396,051
10,885,993
T. Michael Glenn
125,063,976
3,886,804
397,601
10,885,993
Theodore L. Harris
128,396,534
559,198
392,649
10,885,993
David A. Jones
125,024,198
3,929,444
394,739
10,885,993
Michael T. Speetzen
128,416,178
539,403
392,800
10,885,993
John L. Stauch
127,100,631
1,855,617
392,133
10,885,993
Billie I. Williamson
126,975,014
1,981,557
391,810
10,885,993
Proposal 2. Approve, by Nonbinding, Advisory Vote, the Compensation of the Named Executive Officers
To approve, by nonbinding, advisory vote, the compensation of the Companys named executive officers. The compensation of the Companys named executive officers was approved by a nonbinding, advisory vote of the shareholders as follows:
Votes For
Votes Against
Abstentions
Broker Non-Votes
120,276,220
8,547,747
524,414
10,885,993
Proposal 3. Ratify, by Nonbinding, Advisory Vote, the Appointment o f Deloitte & Touche LLP as the Independent Auditor of the Company and to Authorize, by Binding Vote, the Audit and Finance Committee of the Board of Directors to Set the Auditors Remuneration
To ratify, by nonbinding, advisory vote, the appointment of Deloitte & Touche LLP as the Companys independent auditor for the year ending December 31, 2019 and to authorize, by binding vote, the Audit and Finance Committee of the Board of Directors to set the independent auditors remuneration. The proposal was approved by a vote of the shareholders as follows:
Votes For
Votes Against
Abstentions
134,463,575
5,316,415
454,384
Proposal 4. Authorize the Board of Directors to Allot New Shares Under Irish Law
To authorize t he Board of Directors to allot new shares under Irish law . The proposal was approved by a vote of the shareholders as follows:
Votes For
Votes Against
Abstentions
137,616,840
1,865,247
752,287
Proposal 5. Authorize the Board of Directors to Opt-Out of Statutory Preemption Rights Under Irish Law
To authorize the Board of Directors to opt-out of statutory preemption rights under Irish law . The proposal was approved by a vote of the shareholders as follows:
Votes For
Votes Against
Abstentions
138,012,042
1,380,667
841,665
Proposal 6. Authorize the Price Range at Which the Company Can Re-Allot Shares It Holds as Treasury Shares Under Irish Law
To authorize t he price range at which the Company can re-allot shares it holds as treasury shares under Irish law . The proposal was approved by a vote of the shareholders as follows:
Votes For
Votes Against
Abstentions
137,712,450
1,713,119
808,805
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, on May 7, 2019.
PENTAIR PLC
Registrant
By:
/s/ Karla C. Robertson
Karla C. Robertson
Executive Vice President, General Counsel and Secretary
Filing details
- Company
- PENTAIR plc
- Ticker
- PNR
- CIK
- 77360
- Form type
- 8-K
- Filing date
- May 7, 2019
- Report date
- May 7, 2019
- Document
- a19-9536_18k.htm
- Size
- 72 KB