Albemarle Corporation filed SEC Form 8-K: Submission of Matters to a Vote of Security Holders
$ALB
Major Chemicals
Industrials
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
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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 6, 2025
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(Exact name of registrant as specified in charter)
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Registrant’s telephone number, including area code: (980 ) 299-5700
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(Former name or former address, if changed since last report.)
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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):
Securities registered pursuant to Section 12(b) of the Act:
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR 230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR 240.12b-2).
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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 6, 2025, the Company held its 2025 Annual Meeting of Shareholders (the “Annual Meeting”). At the Annual Meeting, the proposals listed below were submitted to a vote of the shareholders through the solicitation of proxies. The proposals are described in the definitive proxy statement filed by the Company on March 27, 2025 (the “Proxy Statement”). The voting results for each proposal are set forth below.
As of the record date for the Annual Meeting, March 12, 2025, there were 117,650,568 shares of common stock outstanding and entitled to vote, of which the holders of 94,234,917 shares of common stock were represented in person or by proxy at the Annual Meeting.
Proposal 1. Election of directors. The shareholders elected all of the nominees for director to serve for a term expiring at the annual meeting of shareholders in 2026 by the votes set forth in the table below.
| Nominees | Voted For | Voted Against | Abstain | Broker Non-Votes | ||||||||||||||||||||||
| M. Lauren Brlas | 79,210,958 | 509,844 | 60,866 | 14,453,249 | ||||||||||||||||||||||
| Ralf H. Cramer | 79,130,953 | 585,945 | 64,770 | 14,453,249 | ||||||||||||||||||||||
| J. Kent Masters, Jr. | 75,981,656 | 3,738,923 | 61,089 | 14,453,249 | ||||||||||||||||||||||
| Glenda J. Minor | 78,312,327 | 1,395,940 | 73,401 | 14,453,249 | ||||||||||||||||||||||
| James J. O’Brien | 74,780,230 | 4,937,732 | 63,706 | 14,453,249 | ||||||||||||||||||||||
| Diarmuid B. O'Connell | 79,050,716 | 667,523 | 63,429 | 14,453,249 | ||||||||||||||||||||||
| Dean L. Seavers | 78,996,137 | 720,981 | 64,550 | 14,453,249 | ||||||||||||||||||||||
| Gerald A. Steiner | 76,342,918 | 3,375,028 | 63,722 | 14,453,249 | ||||||||||||||||||||||
| Holly A. Van Deursen | 79,288,137 | 434,287 | 59,244 | 14,453,249 | ||||||||||||||||||||||
| Alejandro D. Wolff | 75,989,202 | 3,716,044 | 76,422 | 14,453,249 | ||||||||||||||||||||||
Proposal 2. Advisory vote on executive compensation. The shareholders approved, on a non-binding advisory basis, the compensation of the Company’s named executive officers, as set forth in the Proxy Statement, by the votes set forth in the table below.
| Voted For | Voted Against | Abstain | Broker Non-Votes | |||||||||||||||||
| 54,878,236 | 24,774,734 | 128,698 | 14,453,249 | |||||||||||||||||
Proposal 3. Ratification of appointment of independent registered public accounting firm. The shareholders ratified the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2025, by the votes set forth in the table below.
| Voted For | Voted Against | Abstain | Broker Non-Votes | |||||||||||||||||
| 88,993,641 | 5,150,081 | 91,195 | N/A | |||||||||||||||||
Proposal 4. A shareholder proposal. The shareholders approved the shareholder proposal regarding simple majority vote, by the votes set forth in the table below.
| Voted For | Voted Against | Abstain | Broker Non-Votes | |||||||||||||||||
| 54,356,656 | 25,139,062 | 285,950 | 14,453,249 | |||||||||||||||||
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.
| ALBEMARLE CORPORATION | |||||||||||
| Date: May 9, 2025 | By: | /s/ Neal R. Sheorey | |||||||||
| Neal R. Sheorey | |||||||||||
| Executive Vice President and Chief Financial Officer | |||||||||||