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    SEC Form 8-K filed by Stanley Black & Decker Inc.

    4/30/25 4:10:18 PM ET
    $SWK
    Industrial Machinery/Components
    Consumer Discretionary
    Get the next $SWK alert in real time by email
    8-K
    false 0000093556 0000093556 2025-04-25 2025-04-25
     
     

     

    LOGO

    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): April 25, 2025

     

     

    Stanley Black & Decker, Inc.

    (Exact Name of Registrant as Specified in its Charter)

     

     

     

    Connecticut   001-05224   06-0548860
    (State or other jurisdiction
    of incorporation)
      (Commission
    File Number)
      (I.R.S. Employer
    Identification No.)

     

    1000 Stanley Drive

    New Britain, Connecticut

      06053
    (Address of principal executive offices)   (Zip Code)

    Registrant’s telephone number, including area code: (860) 225-5111

    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 (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 - $2.50 Par Value per Share   SWK   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.

    The 2025 Annual Meeting of Shareholders (the “2025 Annual Meeting”) of Stanley Black & Decker, Inc. (the “Company”) was held on April 25, 2025. At the close of business on February 28, 2025, the record date for the 2025 Annual Meeting, 154,537,524 shares of common stock, $2.50 par value per share, of the Company (“common stock”) were outstanding and entitled to vote.

    At the 2025 Annual Meeting, the Company’s shareholders voted on the following matters:

    Proposal 1: The Company’s shareholders elected each of the following nominees as a director of the Company to serve for a term expiring at the Annual Meeting of Shareholders to be held in 2026, or until his or her successor has been duly elected and qualified, based on the following votes:

     

    Nominee

       For      Against      Abstain      Broker Non-Votes  

    Donald Allan, Jr.

         124,859,547        823,430        115,898        11,289,455  

    Andrea J. Ayers

         123,384,955        2,271,987        141,933        11,289,455  

    Susan K. Carter

         120,241,421        5,424,106        133,348        11,289,455  

    Debra A. Crew

         120,753,883        4,906,941        138,051        11,289,455  

    John L. Garrison, Jr.

         124,765,302        894,219        139,354        11,289,455  

    Michael D. Hankin

         124,856,636        796,050        146,189        11,289,455  

    Robert J. Manning

         122,556,430        3,004,038        238,407        11,289,455  

    Adrian V. Mitchell

         124,846,762        815,282        136,831        11,289,455  

    Jane M. Palmieri

         124,510,974        1,068,035        219,866        11,289,455  

    Proposal 2: The Company’s shareholders approved, on an advisory basis, the compensation of the Company’s named executive officers based on the following votes:

     

    For

     

    Against

     

    Abstain

     

    Broker Non-Votes

    99,520,434   25,985,357   293,084   11,289,455

    Proposal 3: The Company’s shareholders approved the selection of Ernst & Young LLP as the Company’s registered independent public accounting firm for the 2025 fiscal year based on the following votes:

     

    For

     

    Against

     

    Abstain

     

    Broker Non-Votes

    126,364,247   10,465,195   258,888   0

     


    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.

     

        STANLEY BLACK & DECKER, INC.
    Date: April 30, 2025      
        By:  

    /s/ Janet M. Link

        Name:   Janet M. Link
        Title:   Senior Vice President, General Counsel and Secretary
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