ILLINOIS TOOL WORKS INC. (NYSE:ITW) Files An 8-K Submission of Matters to a Vote of Security Holders

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ILLINOIS TOOL WORKS INC. (NYSE:ITW) Files An 8-K Submission of Matters to a Vote of Security Holders

Item 5.07. Submission of Matters to a Vote of Security
Holders>

The annual meeting of the stockholders of the Company was held on
May 5, 2017 for the purposes of (i) electing the eleven directors
named in the Companys proxy statement to hold office until the
next annual meeting of stockholders; (ii) ratifying the
appointment of Deloitte Touche LLP as the Companys independent
registered public accounting firm for the 2017 fiscal year; (iii)
approving, on an advisory basis, a resolution approving executive
compensation of the named executive officers as disclosed in the
proxy statement; (iv) approving the frequency of the advisory
vote on executive compensation; and (v) considering a stockholder
proposal to permit stockholders to act by written consent.
All eleven nominees for director as named in the Companys proxy
statement for the meeting were elected by the votes set forth in
the table below.
FOR
AGAINST
ABSTENTIONS
Broker Non-Vote
Election of Directors
Daniel J. Brutto
273,504,783
1,705,461
345,711
33,452,924
Susan Crown
272,573,509
2,746,782
235,664
33,452,924
James W. Griffith
273,416,679
1,800,719
338,557
33,452,924
Jay L. Henderson
273,163,500
2,027,421
365,034
33,452,924
Richard H. Lenny
271,655,142
3,393,418
507,395
33,452,924
E. Scott Santi
266,838,420
7,075,942
1,641,593
33,452,924
James A. Skinner
270,143,793
5,080,696
331,466
33,452,924
David B. Smith, Jr.
273,956,997
1,318,811
280,147
33,452,924
Pamela B. Strobel
273,734,304
1,576,144
245,507
33,452,924
Kevin M. Warren
273,263,639
1,942,908
349,408
33,452,924
Anr D. Williams
273,271,023
1,935,602
349,330
33,452,924
The appointment of Deloitte Touche LLP as the Companys
independent registered public accounting firm for the 2017 fiscal
year was ratified by the vote set forth in the table below.
FOR
AGAINST
ABSTENTIONS
Broker Non-Vote
Ratification of independent registered public
accounting firm
305,663,842
3,031,644
313,393
N/A
A Company proposal requesting that stockholders approve a
non-binding resolution approving the compensation of the Companys
named executive officers as disclosed to the compensation
disclosure rules of the Securities and Exchange Commission under
Compensation Discussion Analysis, the Summary Compensation Table,
the related compensation tables and the related narrative
disclosures, in the March 24, 2017 proxy statement, passed with
the following vote.
FOR
AGAINST
ABSTENTIONS
Broker Non-Vote
Advisory vote to approve executive compensation
267,016,489
7,570,761
968,705
33,452,924
A Company proposal requesting that stockholders approve a one-,
two- or three-year frequency for the advisory vote on executive
compensation resulted in approval of a one-year frequency by the
vote set forth in the table below. The Companys Board of
Directors, who recommended a one-year frequency, has determined
that the Company will continue to hold its advisory executive
compensation vote every year.
ONE YEAR
TWO YEARS
THREE YEARS
ABSTENTIONS
Frequency of Advisory Vote on Executive Compensation
255,246,023
1,046,575
18,685,838
577,519
The shareholder proposal to permit stockholders to act by written
consent was defeated by the vote set forth in the table below.
FOR
AGAINST
ABSTENTIONS
Broker Non-Vote
Permit Stockholders to Act by Written Consent
93,331,185
179,249,224
2,975,546
33,452,924


About ILLINOIS TOOL WORKS INC. (NYSE:ITW)

Illinois Tool Works Inc. (ITW) is a manufacturer of a range of industrial products and equipment. The Company operates through seven segments: Automotive OEM, Test & Measurement and Electronics, Food Equipment, Polymers & Fluids, Welding, Construction Products and Specialty Products. It produces components and fasteners for automotive-related applications; equipment, consumables and related software for testing and measuring of materials and structures, and equipment and consumables used in the production of electronic subassemblies and microelectronics; adhesives, sealants, lubrication and cutting fluids, and fluids and polymers for auto aftermarket maintenance and appearance; arc welding equipment, consumables and accessories for a range of industrial and commercial applications, and beverage packaging equipment and consumables, product coding and marking equipment, and consumables, and appliance components and fasteners. It has over 80 divisions in approximately 60 countries.

ILLINOIS TOOL WORKS INC. (NYSE:ITW) Recent Trading Information

ILLINOIS TOOL WORKS INC. (NYSE:ITW) closed its last trading session down -0.67 at 137.63 with 893,257 shares trading hands.