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8-KThe WireRoutine

Shareholder Vote

Filed Apr 6, 2022 · 4y ago · Accession 0001193125-22-097262

Plain English

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

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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): April 6, 2022     SCHLUMBERGER N.V. (SCHLUMBERGER LIMITED) (Exact name of registrant as specified in its charter)       Curaçao   1-4601   52-0684746 (State or other jurisdiction of incorporation)   (Commission File Number)   (IRS Employer Identification No.) 42 rue Saint-Dominique, Paris, France 75007 5599 San Felipe , Houston , Texas , U.S.A . 77056 (address) 62 Buckingham Gate, London, United Kingdom SW1E 6AJ Parkstraat 83, The Hague, The Netherlands 2514 JG (Addresses of principal executive offices and zip or postal codes) Registrant’s telephone number in the United States, including area code: (713) 513-2000     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   SLB   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. The 2022 Annual General Meeting of Stockholders (the “Annual Meeting”) of Schlumberger Limited (Schlumberger N.V.), a Curaçao corporation (“Schlumberger”), was held on April 6, 2022. All director nominees were elected and all other proposals were passed at the Annual Meeting. The results are summarized below, with detailed voting results following. At the Annual Meeting, the stockholders of Schlumberger:     •   Item 1—elected all eleven director nominees;     •   Item 2—approved, on an advisory basis, Schlumberger’s executive compensation, with approximately 95.4% of the votes cast voting for this proposal;     •   Item 3—approved Schlumberger’s consolidated balance sheet at December 31, 2021, its consolidated statement of income for the year ended December 31, 2021, and the declarations of dividends by Schlumberger’s Board of Directors in 2021 as reflected in its 2021 Annual Report to Stockholders, with approximately 99.8% of the votes cast voting for this proposal; and     •   Item 4—ratified the appointment of PricewaterhouseCoopers LLP as the independent auditors of Schlumberger for 2022, with approximately 92.2% of the votes cast voting for this proposal. The proposals are described in detail in Schlumberger’s definitive proxy statement for the Annual Meeting, which was filed with the SEC on February 24, 2022 (the “Definitive Proxy Statement”). Item 1—Election of Directors All director nominees were elected at the Annual Meeting.        For      Against      Abstain      Broker Non-votes   Peter Coleman      1,023,958,669        15,710,618        893,387        126,765,868   Patrick de La Chevardière      1,026,701,223        12,958,244        903,207        126,765,868   Miguel M. Galuccio      947,050,322        92,554,185        958,167        126,765,868   Olivier Le Peuch      1,031,635,923        8,105,186        821,565        126,765,868   Samuel Leupold      1,031,279,391        8,372,911        910,372        126,765,868   Tatiana Mitrova      908,757,382        130,133,568        1,671,725        126,765,868   Maria Moræus Hanssen      1,013,384,994        24,714,445        2,463,235        126,765,868   Vanitha Narayanan      1,028,500,553        11,140,903        921,218        126,765,868   Mark Papa      974,223,696        63,847,116        2,491,862        126,765,868   Jeff Sheets      1,010,286,595        29,359,951        916,128        126,765,868   Ulrich Spiesshofer      1,028,562,437        11,082,678        917,560        126,765,868   Item 2—Advisory Approval of Executive Compensation The advisory resolution to approve Schlumberger’s executive compensation, as described in the Definitive Proxy Statement, was approved with approximately 95.4% of the votes cast at the Annual Meeting voting for the proposal.   For   Against   Abstain   Broker Non-votes 989,884,609   47,705,536   2,972,529   126,765,868 Item 3—Financial Statements and Dividends The proposal to approve Schlumberger’s consolidated balance sheet at December 31, 2021, its consolidated statement of income for the year ended December 31, 2021, and the declarations of dividends by Schlumberger’s Board of Directors in 2021 as reflected in its 2021 Annual Report to Stockholders, as described in the Definitive Proxy Statement, was approved with approximately 99.8% of the votes cast at the Annual Meeting voting for the proposal.   For   Against   Abstain   Broker Non-votes 1,161,159,914   1,913,640   4,254,988   — Item 4—Independent Registered Public Accounting Firm The proposal to ratify the appointment of PricewaterhouseCoopers LLP as the independent auditors of Schlumberger for 2022, as described in the Definitive Proxy Statement, was approved with approximately 92.2% of the votes cast at the Annual Meeting voting for the proposal.   For   Against   Abstain   Broker Non-votes 1,074,685,937   91,483,227   1,159,378   — 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.   SCHLUMBERGER LIMITED /s/ Dianne B. Ralston Dianne B. Ralston Chief Legal Officer and Secretary Date: April 6, 2022
Filing details
Ticker
SLB
CIK
87347
Form type
8-K
Filing date
Apr 6, 2022
Report date
Apr 6, 2022
Document
d335377d8k.htm
Size
173 KB