S&P Global Inc. filed SEC Form 8-K: Submission of Matters to a Vote of Security Holders
$SPGI
Finance: Consumer Services
Finance
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: May 7, 2025
(Exact Name of Registrant as specified in its charter)
| (State or other jurisdiction of incorporation or organization) | (Commission File No.) | (IRS Employer Identification No.) | ||||||
(Address of Principal Executive Offices) (Zip Code)
(212 ) 438-1000
(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:
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol | Name of Exchange on which registered | ||||||
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
a.The Company held its Annual Meeting of Shareholders on May 7, 2025.
b.The following is a summary of the voting results for each matter presented to shareholders at the Annual Meeting.
Proposal 1: Election of Directors
The Company's shareholders elected the persons nominated as Directors of the Company as set forth below:
| Nominees | For | Against | Abstain | Broker Non-Votes | ||||||||||
Marco Alverà | 243,518,681 | 2,403,842 | 274,815 | 22,788,242 | ||||||||||
| Martina Cheung | 245,396,586 | 587,303 | 213,450 | 22,788,242 | ||||||||||
| Jacques Esculier | 245,257,482 | 670,481 | 269,376 | 22,788,242 | ||||||||||
| William D. Green | 237,733,041 | 8,195,531 | 268,765 | 22,788,242 | ||||||||||
| Stephanie C. Hill | 235,823,840 | 9,868,683 | 504,815 | 22,788,242 | ||||||||||
| Rebecca Jacoby | 238,938,900 | 6,987,858 | 270,581 | 22,788,242 | ||||||||||
| Ian P. Livingston | 244,166,942 | 1,751,664 | 278,731 | 22,788,242 | ||||||||||
| Maria R. Morris | 233,480,032 | 12,348,353 | 368,954 | 22,788,242 | ||||||||||
| Gregory Washington | 244,017,305 | 1,914,360 | 265,672 | 22,788,242 | ||||||||||
Proposal 2: Company proposal to approve, on an advisory basis, the executive compensation program for the Company's named executive officers:
| For | Against | Abstain | Broker Non-Votes | |||||||||||
| 169,005,099 | 76,551,676 | 640,563 | 22,788,242 | |||||||||||
Proposal 3: Company proposal to ratify the appointment of Ernst & Young LLP as the Company's independent auditor for 2025:
| For | Against | Abstain | Broker Non-Votes | |||||||||||
| 248,099,515 | 20,579,882 | 306,182 | — | |||||||||||
Proposal 4: Shareholder proposal to to amend the Company’s clawback policy for unearned executive pay:
| For | Against | Abstain | Broker Non-Votes | |||||||||||
| 27,963,368 | 216,610,351 | 1,623,619 | 22,788,242 | |||||||||||
c.Not applicable.
d.Not applicable.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this Form 8-K Report to be signed on its behalf by the undersigned hereunto duly authorized.
| S&P Global Inc. | ||||||||||||||
| /s/ | Taptesh (Tasha) K. Matharu | |||||||||||||
| By: | Taptesh (Tasha) K. Matharu | |||||||||||||
| Deputy General Counsel & Corporate Secretary | ||||||||||||||
Dated:May 12, 2025