Executive Change · Shareholder Vote

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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, 2024 CORNING INCORPORATED (Exact name of registrant as specified in its charter) New York ‎(State or other jurisdiction ‎of incorporation) 1-3247 ‎(Commission ‎File Number) 16-0393470 ‎(I.R.S. Employer ‎Identification No.) One Riverfront Plaza , Corning , New York ‎(Address of principal executive offices)   14831 ‎(Zip Code) ( 607 ) 974-9000 (Registrant’s telephone number, including area code) N/A (Former name or former address, if changed since last report) 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, $0.50 par value per share   GLW   New York Stock Exchange   3.875% Notes due 2026   GLW26   New York Stock Exchange   4.125% Notes due 2031   GLW31   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.   ☐ 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))         Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. On May 2, 2024, Richard T. Clark, former Chairman, Chief Executive Officer and President of Merck & Co., Inc., retired from the Corning Incorporated (the “Company”) Board of Directors (the “Board”) after the May 2, 2024 Annual Meeting of Shareholders pursuant to the Board’s mandatory retirement policy, and after 12 years as a Corning Director and 11 years as Lead Independent Director. The Company’s independent directors appointed Stephanie A. Burns as Lead Independent Director, effective May 2, 2024. Dr. Burns is the former Chairman and Chief Executive Officer of Dow Corning Corporation and has served on the Company’s Board since 2012. Additionally, Mr. Donald W. Blair, retired Executive Vice President and Chief Financial Officer, Nike, Inc., retired from the Board of Directors following the 2024 Annual Meeting, after 10 years as a Corning Director. Item 5.07. Submission of Matters to a Vote of Security Holders. The Company held its Annual Meeting of Shareholders on May 2, 2024. Of the 855,352,470 shares outstanding and entitled to vote (as of the March 5, 2024 record date), 750,286,843 shares were represented at the meeting, or an 87.71% quorum. The final results of voting for each matter submitted to a vote of shareholders at the meeting were as follows: Proposal 1. Election of Directors. Elected the following 14 individuals to the Board to serve as directors until the Annual Meeting of Shareholders in 2025 and until their successors have been duly elected and qualified: Name Votes For Votes Against Abstain Broker Non-Votes Leslie A. Brun 645,609,885 16,522,827 1,085,829 87,068,302 Stephanie A. Burns 640,103,510 22,050,461 1,064,570 87,068,302 Pamela J. Craig 650,179,230 11,992,055 1,047,256 87,068,302 Robert F. Cummings, Jr. 626,630,096 35,485,270 1,103,175 87,068,302 Roger W. Ferguson, Jr. 631,406,276 30,676,735 1,135,530 87,068,302 Thomas D. French 656,634,048 5,391,268 1,193,225 87,068,302 Deborah A. Henretta 645,814,426 16,221,851 1,182,264 87,068,302 Daniel P. Huttenlocher 655,241,864 6,816,206 1,160,471 87,068,302 Kurt M. Landgraf 627,172,587 34,893,134 1,152,820 87,068,302 Kevin J. Martin 629,658,180 32,388,636 1,171,725 87,068,302 Deborah D. Rieman 622,399,299 39,756,534 1,062,708 87,068,302 Hansel E. Tookes II 562,137,912 99,509,322 1,571,307 87,068,302 Wendell P. Weeks 620,195,357 40,023,207 2,999,977 87,068,302 Mark S. Wrighton 644,496,678 17,590,517 1,131,346 87,068,302 Proposal 2. Advisory Vote to Approve the Compensation of our Named Executive Officers (Say on Pay): Approved, on an advisory basis (non-binding), the compensation of the Company’s named executive officers as described in detail in the Compensation Discussion and Analysis and the accompanying tables in our 2024 proxy statement. Votes For Votes Against Abstain Broker Non-Votes  580,645,392 79,823,314 2,749,835 87,068,302 Proposal 3. Ratification of the Appointment Independent Registered Public Accounting Firm: Ratified the appointment of PricewaterhouseCoopers LLP as the Company’s independent auditors for the year ending December 31, 2024. Votes For Votes Against Abstain Broker Non-Votes  720,462,828 28,681,733 1,142,282 -     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.   CORNING INCORPORATED         By: /s/ Linda E. Jolly              Name:    Linda E. Jolly   Title: Vice President and Corporate Secretary Date: May 3, 2024