FilingIndex
8-KThe WireRoutine

Shareholder Vote

Filed May 31, 2022 · 4y ago · Accession 0001104659-22-066268

Plain English

Material event — a significant development the company must disclose promptly.

Read the source below for the full document.

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 31, 2022 ( May 25, 2022 )       HOWMET AEROSPACE INC. (Exact name of registrant as specified in its charter)       Delaware 1-3610 25-0317820 (State of Incorporation) (Commission File Number) (IRS Employer Identification No.)   201 Isabella Street , Suite 200 Pittsburgh , Pennsylvania 15212-5872 (Address of Principal Executive Offices) (Zip Code)   Office of Investor Relations (412) 553-1950 Office of the Secretary ( 412 ) 553-1940 (Registrant’s telephone number, including area code)   (Former Name or Former 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:   ¨ 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, par value $1.00 per share HWM New York Stock Exchange $3.75 Cumulative Preferred Stock , par value $100 per share HWM PR NYSE American    Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).   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   The 2022 annual meeting of shareholders (the “ Annual Meeting ”) of Howmet Aerospace Inc. (the “Company”) was held on May 25, 2022. Set forth below are the results of each of the matters submitted to a vote of the shareholders at the Annual Meeting. As of the close of business on March 29, 2022, the record date of the Annual Meeting, there were 417,622,524 shares of common stock outstanding and entitled to vote. Of this amount, 379,588,693 shares of common stock were represented in person or by proxy at the Annual Meeting.   Item 1. Each of the 10 director nominees named in the 2022 Proxy Statement for election to the Company’s Board of Directors was elected for a one-year term expiring on the date of the Company’s 2023 annual meeting of shareholders, based upon the following votes:   Nominees   For     Against     Abstain     Broker Non-Votes   James F. Albaugh     348,605,314       10,588,631       340,652       20,054,096   Amy E. Alving     343,463,723       12,017,740       4,053,134       20,054,096   Sharon R. Barner     348,886,504       9,988,677       659,416       20,054,096   Joseph S. Cantie     277,415,419       81,422,301       696,877       20,054,096   Robert F. Leduc     261,196,378       97,966,201       372,018       20,054,096   David J. Miller     357,364,744       1,804,014       365,839       20,054,096   Jody G. Miller     347,380,134       11,497,473       656,990       20,054,096   Nicole W. Piasecki     269,787,953       89,090,524       656,120       20,054,096   John C. Plant     343,451,700       15,707,954       374,943       20,054,096   Ulrich R. Schmidt     349,505,142       9,659,809       369,646       20,054,096     Item 2. The proposal to ratify the appointment of PricewaterhouseCoopers LLP to serve as the Company’s independent registered public accounting firm for 2022 was approved, based upon the following votes:   For     Against     Abstain     Broker Non-Votes     364,436,286       14,801,526       350,881       0     Item 3. The advisory vote on executive compensation was approved, based upon the following votes:   For     Against     Abstain     Broker Non-Votes     188,390,768       170,624,590       519,239       20,054,096     Item 4. The shareholder proposal regarding an independent Board Chairman was not approved, based upon the following votes:   For     Against     Abstain     Broker Non-Votes     100,803,916       258,239,819       490,862       20,054,096     2     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.     HOWMET AEROSPACE INC.       Dated:   May 31, 2022 By: /s/ Lola F. Lin   Name:   Lola F. Lin   Title: Executive Vice President, Chief Legal Officer and Secretary   3
Filing details
Ticker
HWM
CIK
4281
Form type
8-K
Filing date
May 31, 2022
Report date
May 25, 2022
Document
tm2217182d1_8k.htm
Size
266 KB