8-KThe WireRoutine
Shareholder Vote
Filed May 8, 2018 · 8y ago · Accession 0001193125-18-155949
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 8, 2018
Commission file number 001-11625
Pentair plc
(Exact name of Registrant as specified in its charter)
Ireland
98-1141328
(State or other jurisdiction
of incorporation or organization)
(I.R.S. Employer
Identification number)
43 London Wall, London, EC2M 5TF United Kingdom
(Address of principal executive offices, including Zip Code)
Registrants telephone number, including area code: 44-207-347-8925
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 ☐
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 Company held its 2018 annual general meeting
of shareholders on May 8, 2018. There were 178,344,557 ordinary shares issued and outstanding at the close of business on March 5, 2018 and entitled to vote at the annual general meeting. A total of 157,252,182 ordinary shares
(88.17%) 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 nine director nominees for one-year terms expiring at the 2019 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
139,909,328
3,762,265
399,595
13,180,994
Jacques Esculier
142,365,233
1,406,542
299,413
13,180,994
T. Michael Glenn
140,780,103
2,880,197
410,888
13,180,994
Theodore L. Harris
143,164,947
597,846
308,395
13,180,994
David A. Jones
141,144,141
2,512,170
414,877
13,180,994
Matthew H. Peltz
142,472,664
1,189,747
408,777
13,180,994
Michael T. Speetzen
143,105,146
598,201
367,841
13,180,994
John L. Stauch
141,876,362
1,802,312
392,514
13,180,994
Billie I. Williamson
141,744,744
2,019,973
306,471
13,180,994
Proposal 2. Approve, by Non-Binding Advisory Vote, the Compensation of the Named Executive Officers
To approve, by non-binding advisory vote, the compensation of the Companys named executive officers. The compensation of the Companys named
executive officers was approved, by non-binding advisory vote, by shareholders as follows:
Votes For
Votes Against
Abstentions
Broker Non-Votes
133,479,815
9,332,669
1,258,704
13,180,994
Proposal 3. Ratify, by Non-Binding Advisory Vote, the Appointment of 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 non-binding advisory vote, the appointment of Deloitte & Touche LLP as the Companys independent auditor for the year ending
December 31, 2018 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
154,213,102
2,596,869
442,211
Proposal 4. Authorize the Price Range at Which the Company Can Re-allot Shares It Holds as Treasury Shares Under
Irish Law
To authorize the 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
155,717,338
726,492
808,352
Proposal 5. Approve the Reduction of the Minimum Number of Directors from Nine to Seven and the Maximum
Number of Directors from Twelve to Eleven.
To approve the reduction of the minimum number of directors from nine to seven and the maximum number of
directors from twelve to eleven. The proposal was approved by a vote of the shareholders as follows:
Votes For
Votes Against
Abstentions
Broker Non-Votes
142,884,266
863,100
323,822
13,180,994
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 8, 2018.
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 8, 2018
- Report date
- May 8, 2018
- Document
- d585434d8k.htm
- Size
- 33 KB