ASHLAND GLOBAL HOLDINGS INC. (NYSE:ASH) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
Item 5.02. Departure of Directors or Certain Officers;
Election of Directors; Appointment of Certain Officers;
Compensatory Arrangements of Certain Officers.
Departure of Directors
As previously disclosed in the Proxy Statement filed by Ashland
Global Holdings Inc. (Ashland) with the Securities and Exchange
Commission (SEC) on December 7, 2016 (the Proxy Statement),
Stephen F. Kirk and Vada O. Manager did not seek re-election to
Ashlands Board of Directors and are no longer directors of
Ashland effective as of Ashlands Annual Meeting of Stockholders
on January 26, 2017 (the Annual Meeting).
Global Holdings Inc. (Ashland) with the Securities and Exchange
Commission (SEC) on December 7, 2016 (the Proxy Statement),
Stephen F. Kirk and Vada O. Manager did not seek re-election to
Ashlands Board of Directors and are no longer directors of
Ashland effective as of Ashlands Annual Meeting of Stockholders
on January 26, 2017 (the Annual Meeting).
Item 5.07. Submission of Matters to a Vote of Security
Holders.
Holders.
At the Annual Meeting, a total of 57,167,671 shares of Common
Stock, representing 91% of the shares outstanding and eligible to
vote and constituting a quorum, were represented in person or by
valid proxies. The final results for each of the matters
submitted to a vote of stockholders at the Annual Meeting are
described below. In accordance with Ashlands customary practice,
Mr. Ihlenfeld, a newly elected director, will enter into Ashlands
standard director Indemnification Agreement.
Stock, representing 91% of the shares outstanding and eligible to
vote and constituting a quorum, were represented in person or by
valid proxies. The final results for each of the matters
submitted to a vote of stockholders at the Annual Meeting are
described below. In accordance with Ashlands customary practice,
Mr. Ihlenfeld, a newly elected director, will enter into Ashlands
standard director Indemnification Agreement.
Proposal 1: All of the nominees for director were elected to
serve a one-year term until the 2018 Annual Meeting and until
their respective successors are elected and qualified, by the
votes set forth in the table below:
serve a one-year term until the 2018 Annual Meeting and until
their respective successors are elected and qualified, by the
votes set forth in the table below:
|
Nominee
|
For
|
Against
|
Abstain
|
Broker Non-Votes
|
|
|
Brendan M. Cummins
|
49,643,068
|
2,611,689
|
215,877
|
4,697,037
|
|
|
William G. Dempsey
|
51,824,598
|
446,647
|
199,389
|
4,697,037
|
|
|
Jay V. Ihlenfeld
|
51,864,801
|
397,168
|
208,665
|
4,697,037
|
|
|
Barry W. Perry
|
35,781,930
|
16,496,810
|
191,894
|
4,697,037
|
|
|
Mark C. Rohr
|
49,622,446
|
2,677,314
|
170,874
|
4,697,037
|
|
|
George A. Schaefer, Jr.
|
48,169,818
|
4,108,467
|
192,349
|
4,697,037
|
|
|
Janice J. Teal
|
48,384,516
|
3,892,103
|
194,015
|
4,697,037
|
|
|
Michael J. Ward
|
30,532,793
|
21,741,546
|
196,295
|
4,697,037
|
|
|
William A. Wulfsohn
|
47,329,046
|
4,647,837
|
493,751
|
4,697,037
|
Proposal 2: The appointment of Ernst Young LLP as Ashlands
independent registered public accountants for fiscal 2017 was
ratified by the stockholders by the votes set forth in the table
below:
independent registered public accountants for fiscal 2017 was
ratified by the stockholders by the votes set forth in the table
below:
|
For
|
Against
|
Abstain
|
Broker Non-Votes
|
|
56,455,763
|
559,053
|
152,855
|
2
Proposal 3: The non-binding advisory resolution approving the
compensation paid to Ashlands named executive officers, as
disclosed in Ashlands Proxy Statement to Item 402 of Regulation
S-K, including the Compensation Discussion and Analysis,
compensation tables and narrative discussion, was approved by the
stockholders by the votes set forth in the table below:
compensation paid to Ashlands named executive officers, as
disclosed in Ashlands Proxy Statement to Item 402 of Regulation
S-K, including the Compensation Discussion and Analysis,
compensation tables and narrative discussion, was approved by the
stockholders by the votes set forth in the table below:
|
For
|
Against
|
Abstain
|
Broker Non-Votes
|
|
49,201,749
|
2,953,004
|
315,881
|
4,697,037
|
Proposal 4: The stockholders recommended, on an advisory basis,
that the frequency of the stockholder vote to approve the
compensation of the named executive officers as required by
Section 14A(a)(2) of the Exchange Act occur every year by the
votes set forth in the table below:
that the frequency of the stockholder vote to approve the
compensation of the named executive officers as required by
Section 14A(a)(2) of the Exchange Act occur every year by the
votes set forth in the table below:
|
1 Year
|
2 Years
|
3 Years
|
Abstain
|
Broker Non-Votes
|
|
46,572,833
|
212,751
|
5,398,629
|
286,421
|
4,697,037
|
3
ASHLAND GLOBAL HOLDINGS INC. (NYSE:ASH) Recent Trading Information
ASHLAND GLOBAL HOLDINGS INC. (NYSE:ASH) closed its last trading session down -0.60 at 118.30 with 861,341 shares trading hands.