DISCOVER FINANCIAL SERVICES (NYSE:DFS) Files An 8-K Submission of Matters to a Vote of Security HoldersItem 5.07.
| (a) | Discover Financial Services (the “Company”) held its 2018 Annual Meeting of Shareholders (the “Annual Meeting”) on May2, 2018. |
| (b) | At the Annual Meeting, the Company’s shareholders voted on four proposals, including the election of directors, and cast their votes as described below. |
Proposal 1: Election of Directors. Shareholders elected each of the persons named below as a director for a term expiring at the Company’s next annual meeting of shareholders, or until his or her successor has been duly elected and qualified, as follows:
|
Nominees |
Votes FOR | Votes AGAINST | Votes ABSTAIN | Broker Non-Votes |
|
Jeffrey S. Aronin |
284,448,427 | 6,500,236 | 214,419 | 30,470,779 |
|
Mary K. Bush |
272,057,513 | 18,898,772 | 206,798 | 30,470,779 |
|
Gregory C. Case |
284,063,092 | 6,884,951 | 214,939 | 30,470,779 |
|
Candace H. Duncan |
289,342,980 | 1,619,147 | 200,956 | 30,470,779 |
|
Joseph F. Eazor |
289,710,699 | 1,227,707 | 224,676 | 30,470,779 |
|
Cynthia A. Glassman |
290,082,744 | 881,754 | 198,406 | 30,470,779 |
|
Thomas G. Maheras |
290,048,747 | 859,700 | 254,534 | 30,470,779 |
|
Michael H. Moskow |
284,944,180 | 5,998,728 | 220,174 | 30,470,779 |
|
David W. Nelms |
274,496,233 | 15,311,091 | 1,355,658 | 30,470,779 |
|
Mark A. Thierer |
289,639,428 | 1,301,833 | 221,821 | 30,470,779 |
|
Lawrence A. Weinbach |
281,316,203 | 9,627,335 | 219,544 | 30,470,779 |
Proposal 2: Advisory Vote to Approve Named Executive Officer Compensation. The Company’s shareholders cast their votes for this advisory proposal, as follows:
|
Votes FOR |
VotesAGAINST |
VotesABSTAIN |
BrokerNon-Votes |
|
273,324,517 |
17,343,342 | 495,110 | 30,470,779 |
Proposal 3: Ratification of Appointment of Deloitte& Touche LLP as Independent Registered Public Accounting Firm. The Company’s shareholders cast their votes for this proposal, as follows:
|
Votes FOR |
VotesAGAINST |
VotesABSTAIN |
BrokerNon-Votes |
|
317,407,587 |
3,898,533 | 327,741 |
Proposal 4: Advisory Vote on a Shareholder Proposal Regarding Simple Majority Vote in the Company’s Governing Documents. The Company’s shareholders cast their votes for this advisory proposal, as follows:
|
Votes FOR |
VotesAGAINST |
VotesABSTAIN |
BrokerNon-Votes |
|
230,447,620 |
60,035,607 | 679,822 | 30,470,779 |
About DISCOVER FINANCIAL SERVICES (NYSE:DFS)
Discover Financial Services (DFS) is a direct banking and payment services company. The Company is a bank holding company, as well as a financial holding company. The Company operates through two segments: Direct Banking, which includes consumer banking and lending products, specifically Discover-branded credit cards issued to individuals and small businesses on the Discover Network and other consumer banking products and services, including personal loans, home equity loans, and other consumer lending and deposit products, and Payment Services segment, which includes PULSE and its Network Partners business. PULSE is an automated teller machine, debit and electronic funds transfer network. The Company’s Network Partners business provides payment transaction processing and settlement services on the Discover Network. The Company provides direct banking products and services, and payment services through its subsidiaries.
