8-KThe WireRoutine
Shareholder Vote
Filed May 8, 2024 · 2y ago · Accession 0001193125-24-134191
Plain English
Material event — a significant development the company must disclose promptly.
Read the source below for the full document.
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, 2024
ARTHUR J. GALLAGHER & CO.
(Exact name of registrant as specified in its charter)
Delaware
1-09761
36-2151613
(State or other jurisdiction of
incorporation or organization)
(Commission
File Number)
(I.R.S. Employer
Identification Number)
2850 W. Golf Road , Rolling Meadows , Illinois
60008-4050
(Address of principal executive offices)
(Zip Code)
Registrant’s telephone number, including area code: (630) 773-3800
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:
☐
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, $1.00 par value
AJG
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.
Arthur J. Gallagher & Co. (the “ Company ”) held its Annual Meeting of Stockholders on May 7, 2024 (the “ Annual Meeting ”). At the Annual Meeting, the Company’s stockholders (i) elected all nine director nominees, whose names appear below, to serve until the Company’s 2025 Annual Meeting of Stockholders, (ii) approved ratification of the appointment of Ernst & Young LLP as the Company’s Independent Registered Public Accounting Firm for the fiscal year ending December 31, 2024 (“ Auditor Ratification ”), and (iii) approved, on a non-binding advisory basis, the Company’s named executive officers’ compensation (“ Say-on-Pay ”). The final voting results are set forth below:
Election of Directors
For
Against
Abstain
Broker
Non-Votes
Sherry Barrat
171,496,595
6,605,422
260,007
15,844,935
Deborah Caplan
177,916,908
174,298
270,818
15,844,935
Teresa Clarke
177,539,153
564,535
258,336
15,844,935
John Coldman
176,094,010
1,997,447
270,567
15,844,935
Pat Gallagher
165,485,147
12,186,814
690,063
15,844,935
David Johnson
167,953,339
10,123,161
285,524
15,844,935
Chris Miskel
162,442,213
15,646,451
273,360
15,844,935
Ralph Nicoletti
176,395,689
1,693,603
272,732
15,844,935
Norman Rosenthal
173,123,991
4,973,659
264,374
15,844,935
For
Against
Abstain
Auditor Ratification
181,048,278
11,629,455
1,529,226
For
Against
Abstain
Broker
Non-Votes
Say-on-Pay
161,134,482
16,051,758
1,175,784
15,844,935
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.
Arthur J. Gallagher & Co.
Date: May 8, 2024
By:
/s/ Walter D. Bay
Walter D. Bay
Vice President, General Counsel and Secretary
Filing details
- Company
- Arthur J. Gallagher & Co.
- Ticker
- AJG
- CIK
- 354190
- Form type
- 8-K
- Filing date
- May 8, 2024
- Report date
- May 7, 2024
- Document
- d829575d8k.htm
- Size
- 157 KB