Shareholder Vote

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 17, 2022 CHEMED CORPORATION (Exact name of registrant as specified in its charter) Delaware      1 - 8351   31 - 0791746 (State or other ‎ jurisdiction of ‎ incorporation) (Commission File Number) (I.R.S. Employer ‎ Identification ‎ Number) 2600 First Financial Center , 255 East 5th Street , Cincinnati , OH 45202 (Address of principal executive offices)             (Zip Code) Registrant's telephone number, including area code: ( 513 ) 762 - 6690   Title of each class   Trading symbol Name of each exchange on which registered Capital stock $1 par value CHE NYSE 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 Exchange Act (17 CFR 240-14d-2(b)) [_]      Pre-commencement communications pursuant to Rule 13e-4 (c) under Exchange Act (17 CFR 240-13e-4(c)) Securities registered pursuant to 12(b) of the Act: Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934.  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.  [_] ‎ Page 1 of 4 Item 5.07 Submission of Matters to a Vote of Security Holders (a) On May 16, 2022, Chemed Corporation held its annual meeting of stockholders. (b) Stockholders voted on the matters set forth below: Item 1. Election of Directors. The following directors, who constitute the entire Board of Directors, were elected at the meeting by the votes indicated: Nominee For Against Abstentions Broker non-votes Kevin J. McNamara 13,036,453  148,792  9,114  650,800  Ron DeLyons 13,056,763  124,978  12,618  650,800  Joel F. Gemunder 8,752,452  3,924,098  517,807  650,800  Patrick P. Grace 9,073,514  3,980,051  140,794  650,800  Christopher J. Heaney 13,125,112 57,627  11,620  650,800  Thomas C. Hutton 12,881,993  302,322  10,045  650,800  Andrea R. Lindell 12,792,516  260,820  141,023  650,800  Thomas P. Rice 12,802,015  250,812  141,532 650,800  Donald E. Saunders 12,176,903  874,992  142,465  650,800  George J. Walsh III 10,312,300  2,870,779  11,281  650,800    Item 2. Stock Incentive Plan. The proposal to approve and adopt the Company’s 2022 Stock Incentive Plan was approved with the following votes: Voted For 11,167,017  Against 2,018,770  Abstain 8,572  Broker non-votes 650,800  Item 3. Ratification of Independent Accountants. The proposal to ratify the appointment of PricewaterhouseCoopers LLP by the Audit Committee of the Board of Directors as the company’s independent accountants for the year ending December 31, 2022, was approved with the following votes: Voted For 13,134,645  Against 701,868  Abstain 8,647  Broker non-votes - ‎ Page 2 of 4 Item 4. Executive Compensation. The proposal to approve, on a non-binding basis, the Company’s executive compensation program, was approved with the following votes: Voted For 11,807,439  Against 1,372,825  Abstain 14,095  Broker non-votes 650,800  ‎ Page 3 of 4 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has caused this report to be signed on its behalf by the undersigned hereunto duly authorized. CHEMED CORPORATION Dated:    May 17, 2022 By: /s/ Michael D. Witzeman Michael D. Witzeman Vice President and Controller Page 4 of 4