Trinseo PLC filed SEC Form 8-K: Submission of Matters to a Vote of Security Holders, Financial Statements and Exhibits
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ITEM 5.07 | Submission of Matters to a Vote of Security Holders. | ||
On June 25, 2025, Trinseo PLC (the “Company”) held its Annual General Meeting of Shareholders. A total of 30,495,443 shares were present or represented by proxy, which accounted for approximately 85.5% of the shares entitled to vote at the Annual General Meeting. The Company’s shareholders voted on the following eight proposals and cast their votes as set forth below.
Annual General Meeting Proposal One: Election of Nine Directors
The Company’s shareholders approved the election of nine director nominees to serve a term expiring at the end of the 2026 annual general meeting of shareholders by the votes set forth in the table below:
Name | For | Against | Abstain | Broker Non-Votes |
K’Lynne Johnson | 23,608,649 | 120,071 | 14,205 | 6,752,518 |
Joseph Alvarado | 23,339,077 | 398,132 | 5,716 | 6,752,518 |
Frank Bozich | 23,498,456 | 236,215 | 8,254 | 6,752,518 |
Victoria Brifo | 23,613,229 | 117,520 | 12,176 | 6,752,518 |
Jeffrey Cote | 22,005,776 | 1,724,934 | 12,215 | 6,752,518 |
Jeanmarie Desmond | 23,611,648 | 119,068 | 12,209 | 6,752,518 |
Matthew Farrell | 23,621,459 | 117,800 | 3,666 | 6,752,518 |
Sandra Beach Lin | 23,633,753 | 105,231 | 3,941 | 6,752,518 |
Henri Steinmetz | 23,612,174 | 126,485 | 4,266 | 6,752,518 |
Annual General Meeting Proposal Two: Approval, on an Advisory Basis, of the Company’s Named Executive Officers Compensation
The Company’s shareholders approved, on an advisory basis, the compensation paid to the Company’s named executive officers by the votes set forth in the table below:
For | Against | Abstain | Broker Non-Votes |
22,976,245 | 742,263 | 24,417 | 6,752,518 |
Annual General Meeting Proposal Three: Ratification of the Appointment of the Company’s Independent Registered Public Accounting Firm
The Company’s shareholders ratified the audit committee’s appointment of PricewaterhouseCoopers LLP to be the Company’s independent registered public accounting firm for the year ending December 31, 2025, and to authorize, by binding vote, the Audit Committee of the Board to set its auditors’ remuneration by the votes set forth in the table below:
For | Against | Abstain |
28,808,438 | 1,684,549 | 2,456 |
Annual General Meeting Proposal Four: Approval of Authority to Issue Shares
The Company’s shareholders approved the grant of authority of the Company’s Board of Directors to issue shares, by the votes set forth in the table below:
For | Against | Abstain |
29,811,045 | 643,389 | 41,009 |
Annual General Meeting Proposal Five: Approval of Authority to Opt Out of Statutory Pre-emption Rights
The Company’s shareholders approved the authority of the Company’s Board of Directors to opt out of statutory pre-emption rights, with respect to up to 10% of issued share capital, by the votes set forth in the table below:
For | Against | Abstain |
29,874,623 | 565,448 | 55,372 |
Annual General Meeting Proposal Six: Approval of Price Range for Re-issuance of Treasury Shares
The Company’s shareholders approved the price range for the Company’s re-issuance of treasury shares, as described in the proxy statement, by the votes set forth in the table below:
For | Against | Abstain |
30,049,224 | 419,256 | 26,963 |
Annual General Meeting Proposal Seven: Approval of Amendment to Omnibus Incentive Plan
The Company’s shareholders approved the amendment to the Company’s Omnibus Incentive Plan, by the votes set forth in the table below. The amended Omnibus Incentive Plan is attached hereto as Exhibit 10.1.
For | Against | Abstain | Broker Non-Votes |
23,267,791 | 458,092 | 17,042 | 6,752,518 |
Annual General Meeting Proposal Eight: Approval of Forfeiture of Options by Certain Executive Officers
The Company’s shareholders approved the forfeiture of certain options by the Company’s CEO, CFO and CLO, by the votes set forth in the table below.
For | Against | Abstain | Broker Non-Votes |
21,843,490 | 1,872,272 | 27,163 | 6,752,518 |
ITEM 9.01 | Exhibits. |
10.1 | Trinseo PLC Amended and Restated 2014 Omnibus Incentive Plan (as amended) |
104 | Cover Page Interactive Data File (formatted in Inline XBRL and contained in Exhibit 101) |
SIGNATURE
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.
TRINSEO PLC | ||
By: | /s/ Angelo Chaclas | |
Name: | Angelo Chaclas | |
Title: | Senior Vice President and Chief Legal Officer | |
Date: June 26, 2025 | ||