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8-KThe WireRoutine

Shareholder Vote

Filed Oct 1, 2021 · 4y ago · Accession 0001193125-21-289902

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): September 29, 2021     KORN FERRY (Exact name of registrant as specified in its charter)       Delaware   001-14505   95-2623879 (State or other jurisdiction of incorporation)   (Commission File Number)   (IRS Employer Identification No.)   1900 Avenue of the Stars , Suite 2600 Los Angeles , California   90067 (Address of principal executive offices)   (Zip Code) Registrant’s telephone number, including area code: (310) 552-1834 Not Applicable (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 (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(s)   Name of each exchange on which registered Common Stock, par value $0.01 per share   KFY   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.  ☐       Item 5.07 Submission of Matters to a Vote of Security Holders. On September 29, 2021, at the 2021 Annual Meeting of Stockholders, stockholders of Korn Ferry (the “Company”) (i) elected the nine nominees named in the Proxy Statement to serve as directors until the Company’s 2022 Annual Meeting of Stockholders and until their successors have been duly elected and qualified, subject to their earlier death, resignation or removal, (ii) did not approve a non-binding advisory resolution approving the Company’s executive compensation, and (iii) ratified the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the Company’s 2022 fiscal year. To the extent applicable, set forth below are the number of votes cast for, against or withheld, as well as the number of abstentions and broker non-votes, with respect to each such matter.   (1) Election of the nine nominees named in the Proxy Statement to serve on the Board until the 2022 Annual Meeting of Stockholders.   Nominee   For   Against   Abstain   Broker Non-Votes Doyle N. Beneby   48,990,635   971,532   27,923   1,961,927 Laura M. Bishop   49,943,515   19,693   26,882   1,961,927 Gary D. Burnison   49,786,571   186,732   16,787   1,961,927 Christina A. Gold   49,941,751   20,741   27,598   1,961,927 Jerry P. Leamon   39,769,771   10,198,084   22,235   1,961,927 Angel R. Martinez   49,780,751   182,398   26,941   1,961,927 Debra J. Perry   48,655,820   1,307,795   26,475   1,961,927 Lori J. Robinson   49,048,578   913,694   27,818   1,961,927 George T. Shaheen   48,351,505   1,596,810   41,775   1,961,927   (2) Non-binding advisory resolution to approve the Company’s executive compensation.   For   Against   Abstain   Broker Non-Votes 15,659,874   33,917,039   413,177   1,961,927   (3) Ratification of the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the Company’s 2022 fiscal year.   For   Against   Abstain   Broker Non-Votes 50,588,071   1,314,558   49,388   N/A SIGNATURES 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.       KORN FERRY     (Registrant) Date: October 1, 2021         /s/ Jonathan Kuai     (Signature)     Name:   Jonathan Kuai     Title:   General Counsel, Managing Director of Business Affairs, and Corporate Secretary
Filing details
Company
KORN FERRY
Ticker
KFY
CIK
56679
Form type
8-K
Filing date
Oct 1, 2021
Report date
Sep 29, 2021
Document
d26180d8k.htm
Size
159 KB