8-KThe WireRoutine
Shareholder Vote
Filed May 6, 2025 · 1y ago · Accession 0001193125-25-113813
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 2, 2025
Dover Corporation
(Exact name of registrant as specified in its charter)
Delaware
1-4018
53-0257888
(State or other jurisdiction
of incorporation)
(Commission
File Number)
(I.R.S. Employer
Identification No.)
3005 Highland Parkway
Downers Grove , Illinois
60515
(Address of Principal Executive Offices)
(Zip Code)
(630) 541-1540
(Registrant’s telephone number, including area code)
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
DOV
New York Stock Exchange
1.250% Notes due 2026
DOV 26
New York Stock Exchange
0.750% Notes due 2027
DOV 27
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 May 2, 2025, Dover Corporation (the “Company”) held its Annual Meeting of Shareholders (the “Annual Meeting”). At the Annual Meeting, the shareholders:
(1) elected nine directors,
(2) ratified the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for 2025,
(3) approved, on an advisory basis, the compensation of the Company’s named executive officers (“NEOs”) as described in the Compensation Discussion and Analysis and the accompanying tables in the proxy statement (“Say-on-Pay”) for the Annual Meeting, and
(4) rejected a shareholder proposal requesting an independent board chair.
The voting results for each such proposal are reported below.
1. To elect nine directors:
For
Against
Abstained
Broker Non-Votes
Deborah L. DeHaas
111,096,954
1,508,271
274,578
9,737,936
H. John Gilbertson, Jr.
110,845,682
1,828,217
205,904
9,737,936
Kristiane C. Graham
104,791,876
7,722,161
365,766
9,737,936
Marc A. Howze
112,295,676
365,973
218,154
9,737,936
Michael Manley
112,243,235
432,240
204,328
9,737,936
Danita K. Ostling
112,024,913
660,556
194,334
9,737,936
Eric A. Spiegel
112,117,457
556,306
206,040
9,737,936
Richard J. Tobin
107,302,467
5,363,470
213,866
9,737,936
Keith E. Wandell
109,176,672
3,521,007
182,124
9,737,936
2. To ratify the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for 2025:
For
Against
Abstained
Broker Non-Votes
116,334,950
6,039,075
243,714
—
3. To approve, on an advisory basis, the compensation of the Company’s NEOs:
For
Against
Abstained
Broker Non-Votes
103,383,344
9,130,415
366,044
9,737,936
4. To consider a shareholder proposal requesting an independent board chair:
For
Against
Abstained
Broker Non-Votes
41,224,051
71,347,851
307,901
9,737,936
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
Exhibit
No.
Description
104
Cover Page Interactive Data File (embedded within the Inline XBRL document).
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this Current Report on Form 8-K to be signed on its behalf by the undersigned hereunto duly authorized.
Date: May 6, 2025
DOVER CORPORATION
(Registrant)
By:
/s/ Ivonne M. Cabrera
Ivonne M. Cabrera
Senior Vice President, General Counsel & Secretary
Filing details
- Company
- DOVER Corp
- Ticker
- DOV
- CIK
- 29905
- Form type
- 8-K
- Filing date
- May 6, 2025
- Report date
- May 2, 2025
- Document
- d86044d8k.htm
- Size
- 215 KB