Veralto Corp filed SEC Form 8-K: Submission of Matters to a Vote of Security Holders
$VLTO
Electrical Products
Industrials
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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)
PURSUANT TO SECTION 13 OR 15(D)
OF THE SECURITIES EXCHANGE ACT OF 1934
Date of report (Date of earliest event reported):
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| ITEM 5.07 | SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS. | ||||
On May 21, 2024, Veralto Corporation (the “Company”) held its 2024 annual meeting of shareholders. At the annual meeting, the Company’s shareholders voted on the following proposals:
1.To elect the three Class I directors named in the Company’s proxy statement to a three-year term expiring at the 2027 annual meeting of shareholders and until his or her successor is elected and qualified. Each nominee for Class I director was elected by a vote of the shareholders as follows:
| For | Against | Abstain | Broker Non-Votes | |||||||||||
| Françoise Colpron | 202,938,179 | 12,129,492 | 179,477 | 11,187,621 | ||||||||||
| Shyam P. Kambeyanda | 203,105,490 | 11,960,765 | 180,893 | 11,187,621 | ||||||||||
| William H. King | 194,249,331 | 20,818,118 | 179,699 | 11,187,621 | ||||||||||
2.To ratify the selection of Ernst & Young LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2024. The proposal was approved by a vote of shareholders as follows:
| For | 225,487,322 | ||||
| Against | 478,197 | ||||
| Abstain | 469,250 | ||||
3.To approve on an advisory basis the Company’s named executive officer compensation. The proposal was approved by a vote of shareholders as follows:
| For | 197,475,017 | ||||
| Against | 17,597,136 | ||||
| Abstain | 174,995 | ||||
| Broker Non-Votes | 11,187,621 | ||||
4.To hold an advisory vote relating to the frequency of future shareholder advisory votes on the Company’s named executive officer compensation. The Company’s shareholders voted as follows on this proposal:
| One Year | 213,329,492 | ||||
| Two Years | 264,463 | ||||
| Three Years | 1,544,859 | ||||
| Abstain | 108,334 | ||||
| Broker Non-Votes | 11,187,621 | ||||
Based on the voting results set forth above, the Company has adopted a policy to hold an annual advisory vote on named executive officer compensation until the next required vote on the frequency of shareholder advisory votes on the Company’s named executive officer compensation.
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.
| VERALTO CORPORATION | ||||||||
Date: May 21, 2024 | By: | /s/ James A. Tanaka | ||||||
| Name: James A. Tanaka | ||||||||
| Title: Vice President, Securities & Governance and Secretary | ||||||||